The Making of a Man of Honor
by Frost1610
Summary: My take on what should have happened at the end of Season 2. Can Carol convince Daryl that he is a man of honor?
1. Ain't No Honor In Bein' A Dixon

**It's been awhile. Maybe 6 months or so since I've written anything. And this is the first time I've written anything TWD-related. So please be gentle with me. This is rated M right off the bat because I intend to go there. That is, I intend to go there if this isn't the most awful thing you've ever read. If it is? Well then I'll leave it as a one shot with a different rating. **

**And the obligatory disclaimer. I own nothing (though I wish I owned me some Daryl), but I am borrowing for the time being. **

**This picks up at the end of "Beside the Dying Fire." Let me know if it sucks. **

"_You're his henchmen and I'm a burden. You deserve better."_

"_What do you want?"_

"_A man of honor."_

"_Rick has honor"_

Daryl stalked off to the far side of camp determined to get away from her, from all of them. "'Sides ain't no honor in bein' a Dixon."

His confession was mumbled and quiet enough that no one else heard it except Carol. She'd pushed him to become the leader she knew they needed, but it was too much too soon. She sat back and listened as Rick made it clear that he would be making the decisions from here on out.

After all was said and done, the group settled in for the night. Luckily they'd packed much of the camping gear into the vehicles in case a quick escape was necessary. While the men sat and hashed out plans Lori, Maggie, and Carol went through the supplies and divvied up sleeping bags and blankets for the night. They'd need to pair off and share, but that wouldn't be difficult. Lori and Carl, Hershel and Beth, and Glen and Maggie paired off and made themselves as comfortable as possible. T-Dog and Daryl would take first watch, leaving Rick and Carol the odd ones out. Two sleeping bags left meant they wouldn't have to share, but it was a cold night and sleeping alone wouldn't be pleasant.

Carol laid awake much longer than she thought possible given how exhausted she was. Every rustling of leaves, cracking of sticks, or unfamiliar foot steps jolting her out of anything that might resemble sleep. After what seemed like hours it was time for shift change for watch. Daryl and T-Dog woke Rick and Glen. The men chatted briefly before going their separate ways.

Daryl looked around for a place to settle in. He doubted he'd get much sleep, but it wouldn't hurt to try. T-Dog had taken over Rick's sleeping bag leaving Daryl the odd man out. No fuckin' way was he desperate enough to snuggle with T-Dog. His eyes landed on Carol next. She'd been restless all night and he was pretty sure she wasn't asleep. It had crossed his mind that he could crawl into her bag—for the sake of shared body heat, of course. That option was off the table as soon as he'd considered it anyway. Carol wanted a man of honor. Not Daryl Dixon.

Daryl had been so caught up in his musings that he hadn't even heard Carol's footsteps as she approached him. "You can have it," she said softly.

He nearly jumped out of his own skin and silently cursed himself for not being aware of his surroundings and for being so damn skittish. If Merle was here he'd have called him a fuckin' pussy.

"Huh?" It came out as a grunt rather than a question.

"The sleeping bag. You can have it." She repeated. "I wasn't sleeping anyhow."

"I'm fine." He replied.

"You should get some sleep. We're going to be on the road tomorrow and you should—"

"I said I'm fine, woman. Would you just leave me the hell alone?" He hadn't meant it to come out so harsh, but he needed her to leave him be.

"I just—" She managed to get a whole two words out before he interrupted her again.

"What the fuck do you want? I already told I ain't what you're lookin' for. I ain't your man of honor." It was typical petulant Daryl Dixon. All venom and all because she'd pushed too hard. Despite the good he'd done in the last few months, the way he figured it'd take at least several lifetimes to make up for all the bad he'd done in this life.

Carol only nodded before turning away from him. He could see the tears threatening to spill over, but to her credit she kept it together as she walked away. Daryl watched as she made her way purposefully back to the fire. To say he was surprised at the ache in his chest as he watched her leave would have been an understatement.

Why did he even care what she thought? Though he knew it was nothing more than a hallucination he couldn't help but think back to the words of his brother that day in the woods. _"Ain't nobody ever gonna care about you except me, little brother. Ain't nobody ever will."_ That theory had held true for as long as Daryl could remember. When his old man beat him half to death it was Merle that patched him up. When some bigger kid beat the hell out of him at school it was Merle who taught him to fight back. Since they lost Merle in Atlanta everyone had done everything they could to steer clear of him. Everyone treated him like the loner redneck he knew he was. Everyone except Carol.

TWD

Carol sat back down by the fire. The tears that had been threatening to fall had since subsided. She knew she had pushed Daryl and that's why he'd lashed out, but she still couldn't help but take it personally. He'd thrown her own words back at her, but she refused to believe he wasn't a man of honor. After everything that had happened she refused to believe it. He'd searched for her little girl when everyone else was too busy. He'd nearly died trying to find her. She knew he hadn't had the best life growing up. She was certain he'd done things that he wasn't proud of. She also knew that when it came down to it Daryl did what needed to be done regardless of the risk.

After awhile Carol got up from her spot at the fire and picked her way through the group to get back to her sleeping bag. She was a little more than surprised to find Daryl laying there. It seemed he'd been asleep until her footsteps had roused him. When he realized she'd come back to lay down he started to scramble to get out of the bag, but struggled to find the zipper in his groggy state.

"It's okay." She whispered as she knelt down beside him. "You need it more than I do."

Daryl started to say something, but she cut him off with a curt shake of her head. "It's fine." She reiterated as she sat down next to him.

When he realized she had no intention of leaving his side or of letting him get up he finally settled back into the bag. His mind was reeling. Going a hundred miles an hour. It seemed the ache in his chest was directly tied to Carol's proximity. He laid there for what seemed like forever before he finally drifted off. Just before he let sleep overtake him he managed to croak out two words that had never come naturally to a Dixon, "I'm sorry."


	2. Angry

**Next Chapter. I got a little wordy, but there was a lot to get out in this chapter. Hopefully the next chapters will hold more Daryl/Carol interaction. I've never posted a story without having it completely written out before hand, so this is new territory for me. **

**I don't own them; I just borrow them and make them do the things I want. Happy reading.**

Daryl woke at first light just as he did most other days. Carol was no longer at his side, but rifling through one of the vehicles to scrounge up breakfast for the rest of the group. He unzipped the bag and stretched as he crawled out. He was stiff from the cold, but much more rested than he'd expected. Daryl knelt down next to the glowing embers and stoked the fire. Even if Carol couldn't find anything that needed cooking, at least the group could warm up a little before they headed out.

According to Rick the new plan was to head toward Fort Benning. There just had to be something there for them—something more than this. They would head out after everyone had eaten breakfast. The plan was to hit up a few of the smaller towns along the way and find more supplies and food. Rick desperately hoped that they would be able to find a camping store that hadn't been totally looted. They could use all the supplies they could get their hands on. For the first time in the last several weeks Daryl had begun to doubt their leader, but he hoped like hell that Rick wasn't wrong about this.

Carol and Maggie had managed to find some breakfast bars and once everyone had eaten they packed up the vehicles. The group stood around discussing vehicle arrangements while Daryl packed up his bike. Since Lori still wasn't speaking to Rick it was decided that she and Carl would ride with Glen and Maggie. That arrangement left T-Dog with Rick, Hershel, and Beth and Daryl with Carol on the bike. Despite her longing to be close to him, Carol had really hoped she could spend some time in a vehicle rather than on the back on that bike.

Now that longing felt like a curse as she held onto him. She was so close to him, but she couldn't have felt further away. She knew his mood was her fault. She'd pushed him beyond his limits. It wasn't like she hadn't frequently tested his limits back at the farm, but now she'd pushed when he was most vulnerable. They were homeless and on the move again with no promise of safety in sight. Daryl was doing what he could to keep them fed and safe, but she could see it was wearing on him. Carol watched the scenery pass them by as she contemplated her next move where Daryl was concerned.

TWD

Daryl was tense. He was wound tighter than the bow he kept strapped to his back. The feel of her behind him was just about enough to make him snap. Why in the hell had he volunteered to take Carol with him? Oh right, because she was the only one he could stand to be within ten feet of on a regular basis. But now he couldn't even stand that. Every time she touched him it sent a new jolt of something completely unidentifiable through him. He swore he felt her fingers playing at the hem of his shirt, skimming across the sensitive skin at his waist. And every time she looked at him the only things he could see in those clear blue eyes were pity and something else. Disappointment? Pity because he'd lost his brother. Disappointment that he'd been unable to find her little girl. More disappointment when he'd been unable to stand up and be man of honor she needed him to be. Those eyes haunted him.

TWD

After about an hour on the road T-Dog signaled for the group to stop. The old suburban was low on fuel. They hadn't been able to score much in the way of food and fuel at their first stop and if they didn't stop soon someone would be pushing the suburban down the road sooner rather than later.

Rick pulled out a map and spread it over the hood of the truck. "If we stick to back roads like we planned it looks like we're about 40 miles out from anything that looks promising." Rick sighed. He knew they didn't have enough fuel to get that far.

Daryl studied the map for a moment before pointing something out to Rick. "There's a town back the way we came. If we go back about 5 miles and go left here," he pointed to a county road, "looks like there's somethin' about 10 miles out." Hershel nodded in agreement. "Think we can get that far on what you got left?" Daryl directed the question at T-Dog who nodded, "Yeah, man. Should be able to."

Carol had gone to check on Beth while the guys decided on a plan. It was an excuse to get up and stretch her legs anyway. She sat and talked quietly with the girl until Daryl looked over at her and jerked his head toward the bike. She patted the girl on the knee as she stood to climb back on.

"Carol?" Beth asked quietly. Carol turned and looked back at the girl with a questioning look on her face. "Everything is okay with you and Mr. Dixon, right?" When Carol didn't say anything the girl went on. "I…uh…I just mean that the two of you were thick as thieves at the farm and since we've been running ya'll have barely sai—"

She cut Beth off gently. "Don't worry about it, sweetie. Everything is fine." She jogged back toward the bike where Daryl was waiting impatiently. She hoped like hell that everything would be fine, but she didn't need the girl worrying about things like that.

TWD

T-Dog was running on fumes by the time they made it to the tiny town. Rick groaned aloud, certain there would be no fuel or supplies to be found here. Daryl pulled up behind them and nearly jumped off the bike as though he'd been burned. He needed a break from the touching and the thinking and the…touching. "Fuck." It was a quiet exclamation, but it didn't go unnoticed.

Daryl, Rick, and Glen approached the entrance to the gas station warily. Surely the noise from the vehicles would have drawn out any walkers by now, but they couldn't drop their guard. The outlook on the situation improved dramatically when they found the doors locked and unbroken. Hershel had assured them that this had been a functioning station before the world up and ended, so the group was hopeful that they'd find supplies.

As it turned out they needn't have worried at all. The place was stocked. Once they got the doors open and cleared the building as safe the rest of the group trickled in. The group had hit the mother lode. They found flats upon flats of bottled water, boxes of meal bars, boxes of instant meals, and even some travel hygiene products. Further exploration revealed that the station must have once served as a service shop. The shop had long been closed up, but the owners had obviously used it for storage. Inside the boarded up shop they found MREs, medical supplies, military camp supplies, and dozens of fuel cans.

While the rest of the group explored inside Daryl scouted around outside. Around the back of the building he found an emergency generator for the fuel pumps. He flipped it on and ran around front to get T-Dog and the others. When we stepped inside he found the others celebrating their newfound treasure. "Hey Dog and Rick!" He yelled over the din. The two men looked up and made their way to Daryl. "I switched on the emergency generator for the pumps. We should fuel up and get the hell outta dodge. We need to find a place to bed down for the night and we need to do it soon."

Rick nodded as he and T-Dog headed toward the vehicles to gas them up. Rick had almost asked Daryl what was bothering him, but stopped because he knew the man wouldn't tell him anyway.

"Hershel says there's a subdivision a few miles up. It's gated and he thinks we might be able to set up there for a little while until we can get our bearings and get together a more solid plan." Rick ran a hand through his hair and cupped the back of his neck. He was glad they'd have a few nights of safety, but he needed to find something permanent.

Once the vehicles and fuel cans were filled Daryl slipped out back to shut the generator off. When he stepped back he collided with Carol. "God damnit, woman! You can't just go sneakin' up on people. Thought you was a fuckin' walker." He sighed.

Carol turned on her heel and walked off. She'd intended on apologizing to him for last night, but she could see that he was clearly still upset and now wasn't the time.

"Carol, wait." She turned back to face him. "I just meant…You gotta be more careful is all." She nodded and disappeared around the corner. He'd fucked up again. Maybe it was just as well. He would never be what she needed anyway.

TWD

After everything was loaded up the group made their way down the road to the subdivision Hershel had mentioned. They'd just managed to get everything they needed in one trip. Lori spent a majority of the 10 minutes in the car pissing and moaning about having to ride with supplies on her lap. She was pregnant after all. T-Dog shot her a look in the rearview mirror and then rolled his eyes. She fell silent for the remainder of the trip.

When they found the subdivision the gate was unlatched but there were no walkers wandering freely outside. Most of the homes had 'for sale' signs and appeared to be new construction. The area looked promising and Daryl hoped that the fact that most of the homes hadn't been sold meant that there would be few walkers to take care of. The caravan made their way to the very end of last cul-de-sac because it appeared to be the most secure location. They chose a free standing home rather than one of the duplex-like townhouses that made up a majority of the subdivision. Again they left most of the supplies in the vehicles in case a quick escape was necessary.

Again Daryl jumped off the bike almost before he'd even turned it off. He slung his bow over his shoulder and grabbed a pistol out of one of his saddlebags. He set off toward the house leaving Carol to wonder if he was truly still pissed about last night or if she'd done something else to set him off.

Moments later Rick and Daryl emerged from the house. The coast was clear. This house was furnished, but didn't look as though it had ever been lived in. There was no food or supplies to be had, but they could search the other houses later. The group piled in, obviously relieved to have a relatively safe spot to hunker down for the night.

They'd still need someone on watch, but a balcony off of the upstairs loft would be perfect. Daryl opted for first watch hoping that he could get his shit figured out where Carol was concerned. Rick would relieve him at 10 and T-Dog would relieve him in the morning. With that figured out Carol, Maggie, and Beth set about getting dinner for everyone.

They were hesitant to use the MRE's when there were other options available. Maggie went outside to the vehicles and returned with a box of heat-and-serve meals. "Never thought I'd be so glad to see beef stew in a can," Beth wrinkled her nose as she laughed.

Carol took the meals from Maggie and lead Beth down to the basement rec room where one of the guys had started a fire in the fireplace. "It's amazing what you find yourself grateful for when the world ends," Carol agreed with the girl.

Carol heated the meals while Beth delivered them to various members of the group. They made small talk about what their lives had been like before all of this. Beth had been a cheerleader at her small high school. She'd been in the choir and the National Honor Society. She'd had lots of friends. She really missed her friends.

Carol kept her story to a minimum. She didn't want to scare the girl and most definitely didn't want her pity. Carol had been a teacher. She'd been married and had a daughter. There wasn't much more to tell. Beth again tried to ask about the status of her relationship with Daryl, but Carol put a stop to that. There wasn't a relationship. Sure they were friends, but that was tumultuous as was plainly obvious.

There were three meals left. Beth urged Carol to let her take over. The girl cooked two of the meals and handed them to Carol before sticking hers into the fire. Carol looked questioningly at the young girl. "For you and Mr. Dixon. He didn't want anything when I tried to bring it to him earlier. Maybe he's hungry now?"

TWD

Carol sighed as she headed toward the stairs. She knew Beth's desire to help was innocent. She knocked on the doorframe outside of the loft to alert Daryl to her presence. He stiffened, but didn't turn around; he knew who was at the door. Carol proceeded to the balcony and offered Daryl the meal.

"Already told the little girl I wasn't hungry." He mumbled.

"That was an hour ago. She thought maybe you'd changed you mind." Carol said gently.

"Still ain't hungry."

Carol sighed. She wanted to tell him he should eat something, but she knew how that would turn out. Daryl Dixon was in a mood that even she couldn't get him to snap out of. She turned to leave before he got more upset with her.

"That how it's gonna be now?" He asked, though he hadn't turned to face her. He still stared out at the empty field below.

"What?"

"Just gonna leave me be when I say to? No comment 'bout how I gotta eat. Keep my strength up?" He knew he was being an ass, but that didn't stop him from continuing. "Finally figure out that you can't mother me as a replacement for your little girl?"

Carol just looked at him. He'd been cruel before. Especially the night Sophia had stumbled out of the barn. But she'd known then that his cruelty was a way to punish himself for failing her. Now it seemed he was just being cruel for the sake of being cruel.

When she said nothing Daryl turned around to look at her. He saw nothing in her face. Not a trace of any kind of emotion. No tears threatening to fall. Nothing. She was just standing there looking at him and shaking her head. But the worst of it was that the headshake wasn't one of sadness or her way of telling him to stop. This was pure disappointment and that was what pushed him over the edge.

"Damnit." He spat, but there was no conviction in it. "I'm sorry, Car—"

"Save it." She waved him off. "I don't want hear it. Whatever your problem is I don't… I just don't. Okay, Daryl?" She stepped forward then and dropped the plate in his lap. "You should eat something. Keep your strength up." She threw his words back at him bitterly before walking out of the room.

TWD

Carol knew better than to take what he'd said personally. At the time she'd assumed he was just being cruel for the fun of it. But when he'd turned to face her she could see the pain in his eyes. Daryl would talk when he was ready, but she certainly wasn't going to push it if this was going to be his reaction. Despite the fact that she knew that he'd only said what he'd said because she was closest at the moment, she could only take so much of his attitude. She knew full well that if it had been anyone else he would have just shut down and refused to talk.

TWD

Daryl stared at his food despondently. He'd been apologizing for a lot lately. He knew he shouldn't have said what he'd said to her. He knew it would push her past her limit with him, though sometimes it seemed that limit was endless. In the moment he felt like she deserved it after what she'd said to him the night before. In reality he knew she didn't deserve any of what he'd said to her. Despite everything she'd never been anything but nice to him.

He finished his meal and sat quietly the rest of the night. The younger Greene girl had come to get his plate after awhile. She'd at least had the good sense to look sheepish as she picked up the plate. He'd told her he wasn't hungry and she'd sent Carol up there anyway. She grabbed the plate and bolted downstairs. Daryl was once again left with his thoughts until Rick came to relieve him.

He had to fix this somehow.


	3. Saving Carol

**Still don't own them.**

TWD

Rick was late in coming to relieve Daryl. Lori was being difficult. Carl wasn't doing what he was asked. Same shit, different day. Daryl gave Rick the rundown, though there wasn't much to run down given that his watch had been less than eventful. Rick gave Daryl the rundown on how the rooming situation had been settled and broke the news that Daryl would be bunking with T-Dog. His only reaction was a nod before he'd turned and headed quietly back into the house so as not to disturb Hershel who'd claimed the loft for his sleeping arrangements.

Truth be told, rooming with T-Dog wasn't going to be terrible. The man was usually quiet and pretty much kept to himself. Normally he'd balk at being told where and with whom he'd be rooming, but tonight he was tired enough that it just didn't matter. Maybe he'd muster the energy to be pissed about it tomorrow.

Daryl headed down the stairs to the second level of the house. He walked passed the master suite, which was, of course, occupied by Rick's family. Next he passed the room Glen and Maggie shared. The soft laughter drifting out of the room only served to annoy him. He couldn't pinpoint the reason the young couple grated on his nerves, though even the casual observer probably could have identified the feeling as jealousy. He headed further down the hall to the room he was supposed to share with T-Dog only to discover that Rick had left out a very important detail.

TWD

Daryl stopped abruptly in front of the door to what was supposed to be his room. It was a wide doorway that opened into a room that was divided by a wall that stopped about a foot from the ceiling. It appeared that the room was set up as a study on one side and a guest room on the other. However, it wasn't the strange set up that caught his attention but the fact that the people occupying the guest room side were Carol and Beth. He sighed as he stepped to the right into his own room. As if being in close proximity to her all the damn time wasn't enough, now he'd have to sleep just feet from her.

He didn't even bother with his bedroll. He didn't have any delusions about getting any sleep tonight and he was definitely going to find himself an actual mattress to sleep on tomorrow. He laid back with his hands folded behind his head and let his mind spin.

Much as he had thought he wanted out from under Merle's thumb he found that he missed him. He knew that his brother's absence had likely made him a better man and much more of a team player—though Merle would call him a pussy. Merle's presence would likely have meant that Daryl never would have gone out looking for Sophia, which in turn meant that whatever was going on with him and Carol never would have developed. He really wished his brother were here. Things would be so much simpler.

Daryl was surprised when that last thought brought back that dull ache in his chest that seemed to be directly related to all issues concerning Carol. Nearly all of their time together was spent in silence. The rest of it seemed to consist of Daryl being upset and yelling or being petulant and ignoring Carol. Throughout his life silence with others had often been awkward and strained. Usually it was a result of Daryl's own attitude toward outsiders or because whomever the silence was shared with knew he was a Dixon and all that that entailed. Silence with Carol was different. It was comfortable. She was the only person he could ever remember approaching of his own volition. The thought of not having her around caused him physical pain. He shook his head as though he could shake the thoughts away. Merle would surely have kicked his ass by now if he knew what was going on in Daryl's head.

TWD

Daryl laid awake for quite awhile. Someone in the next room was restless, moving around a lot and mumbling in their sleep. Just as he thought he might drop off to sleep he heard an audible sigh and soft footfalls toward the door. He didn't recognize the footsteps, so it must be Beth. Sure enough the younger Greene girl slipped out the door with pillow and blanket in tow. The question of the restless sleeper was answered.

He stood up and made it to the door just in time to see Beth head up the stairs to the loft. Daryl was glad the girl had had enough sense to go up to her father rather than going off somewhere alone. He stepped back into the room and turned to look into Carol's side of the room. She'd scored a bed that she'd been sharing with Beth. The state of the covers told him exactly why the girl had gone up to her father. She certainly wasn't getting any sleep with Carol moving around like she was.

He watched for a few moments before he decided that staying much longer would just be creepy. Just as he turned to go back into his side of the room he heard a sound that nearly broke his heart. It was strangled and barely audible, but Daryl knew without a doubt that what he'd heard was her daughter's name. She rarely talked about the girl anymore. He didn't have to wonder if Carol had nightmares about the little girl. He knew all too well that she was having nightmares, because he was having them too.

Daryl knew he should just cut his losses and go back to his room. Even as he willed his body to turn around and go lay down his body rebelled directed him further into Carol's room. He stepped cautiously toward her, but that's where his finesse flew out the window. He grabbed her arm to shake her awake. He should have known better; it was the end of the world where the dead come back to life and often announce their presence by grabbing their prey. Carol's reaction was a primal one. She pushed him hard, but only succeeded in knocking the wind out of him rather than pushing him away.

"Damnit!" he ground out as he coughed.

Carol's hand immediately went to her mouth as she realized whom she'd attacked.

"Oh god, Daryl. I'm so sorry." She whispered hoarsely as she reached for him.

He tried to shake her hand off of his, but she pulled him toward her before he got the chance. He sat on the very edge of the bed as he regained his breath.

"I thought you were—"

"I know." He cut her off.

They sat in silence for a few minutes. Carol watched him carefully. His eyes were focused on something on his hands as he picked at a hangnail. He looked up briefly a few times, but couldn't hold her gaze.

"Is everything okay?" She looked around and realized Beth was missing. "Where's Beth?"

"Went upstairs to be by her dad." He looked up and the finger with the offending hangnail went to his mouth. "Can't hardly blame her with all your squirming around and mumbling in your sleep."

"Sorry," she whispered. Carol felt the color rush into her cheeks. She used to be such a quiet and still sleeper when Ed was around. The punishment for waking him or keeping him awake was enough to keep her in the same spot at the edge of the bed all night.

Daryl was back to studying the invisible hangnail. "It's okay. We all have 'em I 'spose. Not much left in the world a person wants to dream about anymore." He stood slowly and picked up one of the blankets off the floor setting it next to Carol on the bed. "Get some sleep, woman." A Daryl Dixon version of 'goodnight.'

TWD

It was Carol's turn to experience the reeling. Why had he come to her? He could have left her be. But she'd probably woken him with all her 'squirming and mumbling.' She sighed as her mind returned to the nightmare he'd roused her from. It was the same one she always had. Every night she relived the scene at the barn. All the anger and death and sorrow and then it was over. Except it wasn't. Every night she knew what would happen, but every night it hurt just the same. Without fail Sophia would stumble out of that barn. The once vibrant eyes of her brilliant little girl now pale and cold. And dead.

Dead.

She'd been able to save her little girl from her worthless father only to have her suffer this cruel fate. And just when she thought she couldn't possibly go on he was always there to save her. Daryl always saved her. And that was the thought that lulled her back into a, thankfully, dreamless sleep.

TWD

He'd wanted to stay but he didn't know how. So he waited until she'd settled in and her breathing had evened out. Once he was certain she was asleep he moved quietly into the room. Daryl sunk to the floor next to the bed. The sound of her even breathing was a small comfort. She was at peace. He watched Carol sleep until his eyelids grew heavy. He told himself he'd rest his eyes for a few minutes and then head back to bed. With that he surrendered to the pull of a dreamless sleep.

TWD

When Carol woke the next morning it was to an unfamiliar gentle snoring. The sound seemed too close to be coming from the next room. She forced herself to open her eyes against the bright light flooding the room. She was genuinely surprised at the sight she encountered.

Daryl Dixon was leaning against the wall with his legs pulled to his chest, arms folded on his knees, and his head resting on top. He was snoring softly.


	4. Saving Daryl

**Another long one. I just can't figure out how to break them up any better. A little fluff at the beginning and some more at the end. I kind of sped through the background story, because let's be honest here, that's not what you people are here for. And it's not what I'm writing for. Despite the speeding there is still quite a bit of it, but now that they've found "permanent" shelter we can get down to business—in more ways than one. Thanks for being patient. I have been absolutely terrible about getting back to reviews, but life has settled down for the moment (sort of) so I will get around to replies! **

**Still don't own it, still wish I did.**

Carol moved slowly in an attempt to get up without waking the sleeping man on the floor. She'd managed to untangle herself from the blanket soundlessly, but as soon as her feet hit the floor Daryl's eyes were open.

Daryl groaned. His body ached from hours in the same position. "Why the hell is it so damn bright in here?"

"Well, good morning to you too, Sunshine." Carol smiled.

Daryl shut his eyes against the light and mumbled something that Carol didn't catch. It didn't sound like a particularly happy sentiment. Daryl Dixon was not a morning person it seemed. She watched as he stretched his legs out arched his back to relieve the muscle tension.

"You didn't have to stay." She said softly.

"Didn't," he mumbled. "Went back to my room. Came back later." Why was he telling her this? He was clearly not awake enough to be having this conversation.

"Why?" It was so quiet Daryl nearly didn't hear her ask it.

"What is this? Twenty fucking questions?" He ground out. "Someone had to make sure you didn't wake up the whole damn house."

Carol shook her head at him. The walls were back up and stronger than ever. She chuckled to herself as she got up to head downstairs. "No way I was that loud, Daryl. And if I was? It's far more likely that you'd have gone downstairs to find somewhere quieter to sleep. I don't think you much care if I keep anyone else awake." She smiled at him over her shoulder as she walked out of the room.

TWD

Carol and Beth fixed breakfast for the group. Powdered eggs, shelf-stable bacon, and just-add-water pancakes had never tasted so good. Carol figured if anyone in the group went hungry this morning it was their own fault. As they were cleaning up Beth mentioned that Daryl hadn't been down to eat yet. She put what was left on a plate and pushed it across the table toward Carol. "I don't think Mr. Dixon is much in the mood for taking a meal from me," she said sheepishly. "I'll finish up here if you want to take that to him."

Daryl had agreed to take watch while everyone ate. Carol found him sitting on the perch outside the loft with Hershel, Rick, T-Dog, and Glen. She handed him the plate and he managed a half smile at her as she turned away.

TWD

"Man, gimme one good reason we shouldn't just stay here? There's food and beds and a fence and a roof over our heads. And best of all? No walkers." T-Dog really had no desire to spend another night sleeping on the ground with no promise of permanent shelter in sight.

"The prison is secure. There are multiple gates for extra protection. There are likely even more supplies there. More medical supplies." The 'for Lori and the baby' went without saying. "There are watch towers that make it easier to see further out and pick off walkers before they become a problem. We'd all be in one place but with our own space." Rick couldn't understand why they were against this.

"Yeah in a goddamn prison." Daryl spat.

"How do we know it's in tact?" Hershel asked. "And how do we know there isn't another group there already? Or that it isn't overrun with walkers?"

"That's why we gotta do a run. Check it out." Glen piped up.

"Yeah and leave the women and kids here with no protection?" Daryl asked. "That's a great idea."

"Hershel and T-Dog can stay back. Daryl and Glen and I will go check it out."

"Like hell I'm going. I didn't sign up for this shit. We gotta good deal here, man, and you just can't see it." Daryl barked.

"Come on, man." Glen whined. "You know we need you to do this. We gotta at least check this place out. It's not like we'll be gone for days."

"It's 45 minutes out. We got the gas and the vehicles. We'll be gone a few hours max." Rick added.

There was no way Daryl wanted to do this. He didn't want to leave. This was a sweet deal here. They could fortify. But he knew he should at least check it out. If they had the opportunity to be safer they should seize it. With that he finally agreed, "Fine, but we go now so we can be back before nightfall."

Rick nodded and grabbed the map as he walked back into the house with Daryl and Glen in tow. Hershel and T-Dog sat out on the deck discussing Rick's latest plan.

TWD

It took longer to get out on the road than Daryl would have liked. Carl whined that he was old enough to come along. Lori had apparently given up on parenting the boy and that left Rick to deal with his tantrum before they could get out the door.

Carol could see that Daryl was not a fan of this plan. She was inclined to agree with him that this was a good set up. She also understood that if they could find somewhere safer that they should at least try. She grabbed Daryl's arm as he walked out. "Be careful." She smiled.

"Always am." He mumbled. And with that they were gone.

It was a quiet ride to the prison. Daryl was pissed. At Rick for not being able to see what was in front of him. At himself for knowing they should look for safety, but not wanting to give up what they'd found.

He was surprised at the shape the prison was in. There were walkers roaming the edge of the fences, but it was intact and there weren't so many walkers that they couldn't be easily dealt with. There didn't appear to be any breach so the space between the fences was clear. There did appear to be 40 or 50 walkers—prisoners and guards—in the yard, but they could also be easily dealt with. He was starting to come around to Rick's line of thinking. It might not be as comfortable as the house, but it was a hell of a lot more secure.

The ride back was filled with excited conversation. Glen and Rick laid out how the walkers should be taken care of as Daryl sat quietly in the back. His only input had been to try and avoid the use of guns. Noise would only attract more of them. The walkers inside should be weaker and more emaciated due to a lack of food. They could be easily handled with hand tools. The walkers outside would pose a challenge, but there really weren't many to deal with.

TWD

Daryl, Rick, and Glen returned just as Carol, Maggie, and Beth laid out dinner. Rick announced that tonight would be their last night in the house and they'd head out early tomorrow morning. There was buzz and excitement among the group, but also some trepidation about not knowing what awaited them inside the prison.

After dinner Daryl and Glen went house-to-house collecting supplies and finding larger vehicles. They ended up finding two newer gassed-up SUVs, but not much else. It appeared that the people who had moved into the subdivision hadn't lived there long. They transferred supplies from the Suburban and loaded up supplies that had been packed up in the house. They made sure the camping gear was easily accessible before locking up for the night.

TWD

The next morning went smoothly. The group ate quickly and loaded into the vehicles. The 45-minute trip seemed to take forever. They'd agreed on a plan of attack and when they arrived at the prison the men got out to take care of the walkers outside the fence while Carol and Maggie worked quickly to get the gate open and the vehicles inside the first section of fencing. Once the walkers outside were taken care of the men came in and closed up the gate. Next they'd have to lure the walkers inside to the fence to be taken care of. It was easier than anticipated thanks to a lack of available food for the walkers in the yard. All but about 10 or 15 had been taken care of and the group opened up the gate and stepped inside. The rest of the walkers were easily taken care of with Daryl's bow.

They'd already decided that they'd spend the first night out in the yard until they could make sure the cellblock was secure. While Daryl, Rick, Glen, and T-Dog explored the cellblock, Hershel took watch while Carol, Maggie, and Beth set up the tents.

It seemed like hours later when the guys emerged from the prison bloodied, but no worse for wear. The prison was uninhabited by the living, but they'd have quite a bit of work to do tomorrow. Hershel had started a small fire and the group sat around and ate while Rick laid out the plan.

They'd sleep out here tonight. No one was to sleep alone. T-Dog would take first watch and Rick would take second watch. Tomorrow they'd clean out the cellblock and make sure it was safe to sleep inside.

TWD

After dinner everyone went to get his or her bedrolls out and turn in for the night. It was early, but it had been an eventful day. Carol had agreed to share a tent with Beth, but that decision was quickly vetoed.

"You're with me." Daryl informed her as she headed toward the tent she was to share with Beth.

"You know, I am capable of sleeping unsupervised." Carol's fuse was short. It had been a long day and most of the heavy lifting had been thrust upon her and the Greene girls. It certainly hadn't helped that Maggie pointed that fact out to Lori, which nearly started World War III right there.

"Didn't say ya weren't. Just said you were with me tonight. Beth's stayin' with her daddy." He shot the girl a look and she trotted off toward Hershel's tent.

"I don't need babysitting, Daryl." She sighed. She was just about ready to throw a Dixon-worthy tantrum right then and there.

"Whatever, woman. Just get your shit and get in the tent."

After a few moments Carol decided it wasn't worth the tantrum that Daryl would end up throwing and went to get her stuff. She made it into the tent just as the skies decided to open up. She couldn't help but laugh as she heard T-Dog's irritated ranting from the top of the SUV.

"Man, why I always gotta be stuck out here in the damn rain?"

She heard another voice, but couldn't make out the words through the deluge. T-Dog grumbled some more, but that was extent of his complaining.

TWD

Carol settled into her sleeping bag after kicking off her boots and pulling a sweatshirt on over her tank top. It was going to be chilly tonight. Daryl was already settled in on the opposite side of the tent—opposite being relative in the tiny two person tent. Carol scooted all the way to the edge and balled up a jacket to use as a pillow before zipping herself in.

She listened to the rain for a long time. Every time she thought she might fall asleep another rumble of thunder would roll through and Daryl would fidget and squirm around before settling in again. He was restless despite how tired she knew he must be. After about the tenth cycle of his thunder-squirm-settle routine Carol was about ready to throttle him.

"Are you okay?" She asked. She knew she sounded annoyed.

"Fine" Daryl answered, but his chattering teeth and wavering voice gave him away.

Carol sat up and looked over at him. Daryl was on his stomach with a sweatshirt balled up under his head and a pillow pressed over his head. She tugged gently at the pillow, but he wouldn't let up. After several attempts to coax him into giving up the pillow he snapped.

"What woman?" He nearly yelled. But there was no anger in his voice or in his eyes. He looked…scared?

"Sit up." She directed him gently.

"Why?"

"Just do it."

Finally he complied. She took the pillow from him and set it down between him. She pulled his sleeping bag from under him and unzipped it and spread it out.

"What're you doing?" He sounded tired.

"You're not sleeping. Which means I'm not sleeping. And I really want to sleep. So you're going to put that sweatshirt on and we're going to share this sleeping bag so you'll stop shivering and I can get some sleep." She'd started out testily, but by the end of the rant he could hear how tired she was.

"I ain't cold." He admitted.

"Then what's the problem?" She looked at him curiously.

Her question was answered when lightening flashed and thunder rolled and Daryl Dixon nearly jumped out of his own skin. She regarded him for a moment, trying to decide what to do with him.

She pushed his pillow toward him. "Lay down. On your stomach." The only response she got was a curious look from Daryl. "Just do it." She sighed.

Finally he complied. Carol smoothed his sleeping bag out under them and then unzipped her bag and covered both of them with it. He jumped again as another round of thunder sounded.

"Relax." She commanded gently. He still squirmed, but stayed on his stomach. Carol settled in close to him. She felt his body tense as she placed a hand in the middle of his back. "Stormy nights were always the worst for me too," she began and she rubbed slow circles up and down his back.

"Seemed like storms brought out the worst in Ed. I could always tell when it was coming. Could tell when a front was moving in. He'd be more irritable. Nothing I did was right. I was always grateful when the storm finally broke. I knew what was coming, but at least I'd get a few days reprieve once it was over."

As she spoke his body relaxed more and more. When the next round of thunder rolled through he tensed but didn't squirm as much. Her hand traced the length of his spine massaging the muscles gently. She'd done this for Sophia many times, but she didn't share this information with Daryl.

"Even though he's been gone for awhile I still feel that tension in the days before a storm breaks. Guess it's ingrained in me now. Maybe that's been our problem these last few days." She mused quietly.

He didn't want to admit it, but her touch felt good. It was soothing. Almost made him forget why he hated storms. Much like Ed, Daryl's father had gotten particularly violent when thunderstorms threatened.

His breathing evened out and she thought he might finally fall asleep. She sighed as she repositioned herself to lie on her back.

More thunder rolled through but his words cut through the noise. "Don't stop?" It came out as a question though he'd meant it to be a command. Carol rolled back to her side and her hand returned to his back. "You ain't gonna tell anyone about this, right?"

Carol sighed. "Who'd ever believe that Daryl Dixon doesn't like thunderstorms anyway?"

She felt more than heard the soft chuckle that escaped him before he nodded off.


	5. One of those Days

**Apparently it was wishful thinking when I thought life would slow down. Exams, graduations, mini vacations, oh my! Here's one tonight and I anticipate another on Monday. I really hope to have the angst resolved soon, but it wouldn't be Caryl without angst. **

**Read and review. Pretty, pretty please?**

**I still don't own 'em.**

TWD

It was hot. Even for Georgia. Way too fuckin' hot. He ran his arm across his face to wipe the sweat out of his eyes for what seemed like the hundredth time in the last ten minutes. He'd been silently following her through the woods for a while now. Keeping watch. Making sure nothing happened to her.

She stopped abruptly and leaned back against a tree to survey the area. He was surprised she'd even heard the footsteps at all. He'd barely heard them himself. He lifted the bottom of his shirt to wipe his face. Just as he looked up again she took off. She'd spotted something and was running toward it. He lost sight of her for just a second, but it was a second too long.

When he caught sight of her again it was too late. "Carol! No!" He yelled as he ran to her. He was too late. He dropped to his knees and watched as the little girl he'd spent days looking for attacked her mother.

Suddenly everything began to blur. He tried furiously to blink it away as she called out for him.

TWD

While the thunderstorm raged on outside Carol had managed to settle Daryl down enough so that they could both get some sleep. When she woke again it wasn't because of the thunder or Daryl's squirming, but because he was curled up into her. His arm was thrown over her waist pulling her to him and his head was tucked into her shoulder. She laid still for a long time, her body tense as she tried not to move.

Just as she started to drift off again Daryl started mumbling and struggling against some invisible force. He pulled Carol closer as he called out for her.

"Daryl, wake up." Carol shook him hard, but got no response other than more writhing and mumbling. "Daryl!"

"Jesus, what?" He spat as he pulled away from her.

His eyes were wide and he swiped at them wiping away tears that weren't there. His chest heaved as he watched her carefully.

"Are you done now?" She asked.

Daryl nodded.

"Wanna talk about it?"

He shook his head.

Carol started to reach out to him, but thought better of it. As volatile as he'd been lately something like that was apt to set off one of his tantrums. Instead she sighed and laid back down. "Get some sleep, Daryl."

Daryl sat and watched her for a few minutes. Her eyes were closed but he knew she wasn't asleep. He watched as a lightning strike lit up the tent and she tensed almost imperceptibly. He felt a shiver wrack his body when the thunder rolled. He had to be done with Merle's rules for survival. Those rules weren't winning him any allies in a world where you couldn't survive alone.

Eventually he laid back down. He stared at the tent ceiling willing the storm to go away so he could sleep. After a few minutes Carol reached out to him. Her hand rested gently on his arm, squeezing just enough to let him know she was still awake. Finally he rolled to his side and threw an arm around Carol to pull her closer. He rested his head in her neck as he'd been before his nightmare had caused him to wake Carol.

"I have the dreams too," he whispered.

He felt her body relax against his.

"The nightmares about your little girl. Not finding her in time. Or losing track of you in the woods and then," he took a shuddering breath, "and then when I find you again you've found her, but she's not her, and I…"

Carol didn't say anything. She knew he hadn't told her these things so she could comfort him. Not with words anyway. Instead her grip on his arm tightened and she turned her body to face him. They laid that way for a while before she reached up to brush his hair out of his face. Her hand lingered on his face and to her surprise he turned his cheek into her palm.

He took another deep, steadying breath before speaking again. "I won't let nothin' happen to ya. It'd kill me if ya—"

Carol didn't let him finish. The hand at his cheek moved to his lips to silence him. "Quiet now. Everything is okay. Everything's gonna be okay," she whispered. She moved her head a little to the side and her lips brushed gently against his cheek. Daryl immediately tensed.

The spot on his cheek where she'd kissed him burned. Daryl had wanted to pull her to him. He'd wanted to kiss her. To tell her what she meant to him. What it meant to him that she'd saved him from spiraling down his brother's path. Instead he froze. He froze because he didn't know how to do any of those things. Merle and his old man had beaten that out of him long ago. He knew she was probably panicking, wondering if he was planning to bolt. It took every ounce of strength he possessed to will his body to relax against her, but he finally managed to do it.

Daryl pulled away briefly, all but confirming Carol's fear that she'd gone too far and he was about to turn tail and run. She was shocked when he moved just enough to flop onto his stomach and inch himself closer to her. He tucked an arm under his pillow and tossed an arm around her waist.

Despite the continued thunderstorm and the tension in his body that refused to dissipate, Daryl finally found solace in the steady rhythm of Carol's breathing. Finally he drifted off to sleep, his slow and steady breathing lulling her back to sleep as well.

TWD

When Carol woke in the morning she was surprised to find Daryl still wrapped around her. It was still raining and thunder was still rolling in the distance, but he remained still against her. She could hear male voices outside the tent and Daryl began to stir against her. The arm around her waist tightened and he nuzzled deeper into her shoulder like he was trying to block out the light. He moaned softly and pushed his hips into her. Carol flushed at the feeling of his erection pushing into her hip despite the fact that she knew it was a perfectly normal morning occurrence. And then, because nothing was going to go right for Carol—or so it seemed, the unthinkable happened.

Glen chose that exact moment to come barging into the rain fly on the tent giving him a clear view of Carol and Daryl cuddled up together. He was completely oblivious.

"Hey man, Rick needs you outside so we can figure out a game plan for clearing the—"

"The fuck you doing? Don't you know how ta knock or whatever you do when you're barging into someone's tent?" Daryl roared.

He'd been awake for a while, but Carol hadn't seemed to notice and he'd decided he liked the feel of her in his arms. However, that close proximity had made it hard for him to control the hormones racing through his body and his hips seemed to move of their own volition. He could have screamed when he heard the zipper to the rain fly snick open. In fact, that's essentially what he did to Glen.

"Whoa man, I didn't mean to interrupt anything. Rick just—"

"Out!" Daryl barked.

Glen backed out quickly and awkwardly followed by an incensed and embarrassed Daryl.

He hadn't even bothered to look back at Carol as he grabbed his jacket and bow and beat a hasty retreat.

This was not going to be a good day.


	6. New Arrival

**Uhhh. Sorry it's so late. I should never think I'm going to get something done over a long weekend. A trip to Chicago to see the museums turned into a LONG weekend of museums (which were fun), navigating Chicago (which was not fun), and a trip to IKEA (which was expensive). That said it was a good time, but it's also why you're getting this at 10 pm (my time). So please excuse any horrendous grammar, misspellings, inconsistencies, etc… I am unbeta'd and that's my only excuse, I suppose. **

**Also, I imagine you may want to kill me (or shoot me in the ass with an arrow, at the very least) when you see where this leaves off. But I have to work tomorrow (and be functional) so I had to end it somewhere. I PROMISE I will try really, really hard to resolve it soon and not leave you hanging for a week. **

**As usual, I don't own them and you know I love reviews.**

TWD

"What's the problem now?" A look of complete exasperation crossed Rick's face before he managed to rein it in. Sometimes leading this group was like herding cats.

"Your boy here needs to learn to announce himself before he goes bustin' inta other people's tents." Daryl growled.

"It's not like I even saw anything!" Glen half whined, half argued. He wasn't really in the mood to have his ass beaten by Daryl this morning.

Rick just sighed. "Glen, learn to knock. Daryl, get over it. Keep up all that hollerin' and we'll have more walkers than we can handle. We need to figure out what we're gonna do about this cellblock."

"What's there to figure? We go in, we clean it out, we move in. Let's go." Daryl was not in the mood for Rick's flip-flopping and people-pleasing this morning.

Rick ignored Daryl's remark and laid out a basic plan for what needed to be done. A few minutes later Rick, T-Dog, Glen, and Daryl moved out toward the building.

TWD

The men had been gone most of the morning. The women spent that time cleaning up camp and organizing supplies. They'd made a pretty good haul at the subdivision they'd stayed at briefly. There were boxes of winter clothes and there looked to be something for everyone. They also took inventory of the MREs and other food they'd collected. There was enough for several months.

Carol spent the morning growing angrier and angrier. She hadn't quite figured out who she was angrier with, herself or Daryl. What right did he have to her? He'd all but demanded she share a tent with him under the pretense of keeping her safe. She'd spent the night keeping him calm, if only so she could get some sleep. This morning had been nice. She could get used to waking up with him wrapped around her. But because nothing could go right for them, Glen had to barge in at the most inopportune of times. Sometimes it felt like maybe god was punishing her for praying for Ed's death.

Carol's thoughts were interrupted by the return of the group who'd left to clear the block…plus an extra? She refused to look at Daryl as Rick spoke, though she could feel his eyes on her. She and Beth set about getting lunch ready as Rick recalled what had gone down in the building.

The new person had a name: Axel. He'd been imprisoned for armed robbery, but Rick had deemed him trustworthy as he'd helped clear the block and had offered up the prison food supply. Rick left out the four other men they'd found with Axel. They hadn't turned out to be as trustworthy. He also laid out the plan for the rest of the day while they finished lunch. The group would move into Cellblock C. It had been secured and there was access to food and water there.

Once lunch was finished the group loaded up the cars and drove closer to the prison to get the supplies inside. They'd found a storage cage to keep food and supplies locked safely away from any potential invaders. By the time they'd gotten everything inside and organized it was nearly time for dinner.

TWD

Daryl had spent nearly the entire day watching Carol only to find that she wouldn't even look in his general direction. He knew he'd fucked up, but he wasn't sure what he'd done that was wrong or how to go about fixing it. Instead he spent the day sulking as he helped unload and organize. The sulking and just generally being pissy were especially true where Glen was concerned.

As the afternoon progressed, Daryl noticed how cozy Carol and Axel seemed to be. He was always hovering around her, offering to help, making her laugh. Daryl hadn't been in favor of keeping the guy around in the first place. They didn't even know him. Didn't know if his story was true or if he would turn out to be like the other four pricks they'd essentially ended up offing because they were too dangerous to risk introduction into the group. Now Daryl was certain he didn't want this guy anywhere near the group, especially when it came to Carol.

When dinnertime rolled around Beth and Carol set about getting things ready and serving meals. Carol had sent the girl to deliver Daryl's meal and when she was done cooking she'd gone and sat next to Axel. Daryl could feel his blood boiling as he watched the two of them carry on.

After what seemed like an eternity the group finished eating and everyone started to help clean up. Once everything was put away the group milled around waiting for direction from Rick. He thanked everyone for a hard day's work and explained that they'd probably need their bedrolls, as they hadn't cleared the laundry area yet. He also asked that everyone pair off at least for the next few days for safety's sake. They'd secured the cellblock, but he wanted everyone to remain extra vigilant. As they already knew, just because they'd found shelter didn't mean they were safe.

Carol had moved over to Lori's side and two were animatedly discussing sleeping arrangements. The two started off toward the camping gear and Daryl followed after. Carol didn't give him so much as a glance as she passed by to head toward the cells. Finally he grabbed her gently by the arm causing her to stop more out of surprise than actual restraint.

"You're with me again tonight." He choked out a whisper.

Carol shook her head and looked back toward Lori.

"Wasn't a question." He sighed.

She looked back to him now. He didn't sound angry or menacing. He sounded tired and defeated, almost sad. But Carol wasn't about to be reeled in so quickly. "I can't leave Lori to stay alone."

"I'll stay with Lori." Beth piped up. Carol hadn't even realized she'd been there. She shot the girl a look, but all Beth did was smile at her and wave her off to go with Daryl.

Carol reluctantly followed him up the steps to the last cell on the perch.

"You take top. Just in case." He directed.

Carol wanted to yell and scream and cry about how none of this was fair. She wasn't his property. Wasn't his responsibility. He'd recently reminded her of that. Why was he torturing her like this? He'd get close to opening up, give her a tiny ray of hope, then clam right back up again. What was the point? She stood next to the bunk hearing him, but not really listening.

"What's the problem?" He asked.

That was all it took.

"You, Daryl Dixon. You're the problem." She nearly yelled. "I ain't yours and I ain't your problem and I wish you'd quit treatin' me like I'm either of those things to you."

"Fine." He spat. "Do what you want. I don't give a shit." That was a boldfaced lie. He knew it and she could hear it in his voice.

"Fine." She growled as she grabbed her stuff off the top bunk and started to stalk out of the cell.

"Yeah, go shack up with yer buddy Axel. Bet he'll give ya what ya want."

Carol spun to face Daryl not realizing that Axel had just appeared at the top of the steps. Her face was all shock and disbelief and outrage.

"Thought I didn't see you two today, huh? S'all right if that's what ya want. You're right. You ain't mine. You ain't my responsibility. But don't come cryin' to me again when he turns out to be just another sack of shit like that husband of yours was." By the time he'd finished it was nearly a whisper.

Carol knew now that those words were said in jealousy. He looked like he was about to break. The last time she'd seen him this upset was when Rick had told him that they'd left Merle in Atlanta. Despite all of that, the combination of the events of that morning plus his little outburst a few moments ago made her so angry that she couldn't even stand to be in the same room with him. He'd basically accused her of wanting to sleep with Axel, a man she'd known less than 8 hours, after everything that had gone down between them in the last few days. That just wasn't easily forgivable even if it was just Daryl acknowledging his own shortcomings.

Carol turned on her heel and left the cell again only to run smack into Axel. She wondered briefly how long he'd been standing there, how much he'd heard?

"Everything alright, darlin'?" Axel drawled.

That was nearly enough to send Daryl over the edge, but he held tight to the bunk willing his body to stay in place.

Carol nodded and tried to step around him.

"Ya sure?" He asked. "Don't look alright to me. Didn't try ta hurt ya, did he?" He stepped toward Carol now and tried to pull her to him as she tried to duck his advances.

The last comment Axel made was enough to spur Daryl into action. Who the fuck was this guy thinkin' he knew anything about either of them? And thinkin' Daryl would ever lay a hand on Carol and hurt her? That shit wasn't gonna fly.

"Just leave me alone." She begged Axel. "I'm fine."

"Come on. Don't look fine to me. Look like ya need a little time with Axel to fix what's botherin' ya."

Carol didn't get to say another word before Daryl lunged at Axel. An almost primal growl escaped his throat as he landed a couple good punches on the man. The only thing that stopped him from going any further was the sound of Carol's sob behind him. Daryl stood immediately and stepped toward her. She tried to duck him as well, but he knew her too well. Daryl grabbed her around the waist and pulled her to him. She fought him briefly before she realized who it was that had ahold of her.

"Shhh. It's alright now." He soothed as he stroked his fingers through her hair and down her back. "It's okay, I've got you."

Axel started to get up and Daryl's body stiffened. Carol held tighter to him, so tight he thought he wouldn't be able to breathe if she squeezed any more. As Daryl geared up for more, Rick and Glen came racing up the stairs.

"What the hell happened?" Rick demanded.

Axel backed away as Daryl nearly lunged at him again. "Fucker went after Carol, that's what!" He yelled at Rick.

"Whoa, man." Axel stuttered out. "Didn't know you had a claim on her. We sorta hit it off this afternoon and she seemed upset when she came outta his cell. I was just tryin' ta help." He was pleading to Rick and Glen. "It was just a misunderstanding."

"What'd you misunderstand, asshole? 'No' ain't that hard to get your head around." Daryl was still nearly yelling.

"Alright, alright." Rick put his hands up trying to calm Daryl. "We can talk about it in the morning. Axel, I think it's best if you stay away from these two. Unless you don't feel safe with him out and about, Carol."

It was the first time anyone had addressed her directly during the entire ordeal. She had turned to face Rick now. Her back was against Daryl's chest and his hands set protectively at her shoulders. She shook her head, indicating that Axel was free to go. "Just a misunderstanding." She whispered Axel's earlier sentiments. "I'll be fine."

Rick nodded and Glen helped Axel up off the floor and escorted him downstairs. Carol stayed with her back to Daryl's chest as she watched the three men walk down the stairs. When they were finally out of sight Carol stepped away from Daryl and gathered her things. Daryl figured she'd stay with him after everything that had gone down, but he was surprised to see her walk slowly toward the steps. Daryl stood stunned for a moment before he managed to spur his legs into action.

Daryl caught her arm just before she made it to the first step. "What're you doin'?" He asked softly.

"Going downstairs. What's it look like?" Despite her effort, all the fire was gone from her voice.

He tugged gently at her arm. "No you ain't."

Carol turned to look at him. Confusion clouded her eyes. "What do you want from me, Daryl?" The question was whispered. She wasn't certain she wanted to know the answer.

Daryl stared at her for a long moment as if he were trying to decide which answer would cause the least amount of trouble. "Nothing."

She nodded and started to pull away from him again, but his grip on her arm tightened to stop her. "I don't want nothin' from you. I just…" he took a deep steadying breath. "I just want you," he admitted quietly.


	7. Unsure

**I swear I didn't mean for this to take all week. I worked on it every day. I have the usual excuses. I was busy. Between work and going to the gym I feel like I haven't been home at all this week. So here's hoping that almost 4,000 words and the long-awaited smut makes up for this taking so damn long. As for getting back to reviews, there is something wrong with the site and I can't respond to reviews. I'm not sure what's going on. There are some of you who review on the regular and I definitely appreciate the feedback! There were also some new people, so thanks guys! **

"I just want you."

Carol's head snapped up. Her eyes immediately locked on his. She watched for something—anything—that would give away that this was all just a cruel joke. Every time Ed had ever told her she was worthless and no other man would want her suddenly flashed through her mind. She had to get out of there before Daryl figured out that Ed was right.

She moved to pull away, but Daryl was faster and he tugged her toward him before she could take off. He could almost see the wheels turning in her head. She had convinced herself that there was no way he could want her. Though he often felt socially inept, even Daryl understood that feeling. The look that had settled on her face was one he'd worn more times than he'd like to remember. So when Carol moved to flee he did the one thing he'd never thought himself capable of and pulled her closer.

Despite the fear of rejection coursing through her, Carol responded immediately. Her arms wound around Daryl's waist, dropping the bundled bedroll to the catwalk. She didn't even hear the loud clang it made as it landed. Before she could hide her face in his chest, Daryl tipped her chin up toward him. That was all the invitation she needed. Carol stepped up on her tiptoes and kissed him. It was soft and gentle, barely a brush of her lips against his. A chaste kiss for all intents and purposes. Her hands settled at Daryl's waist and guided him gently toward the wall.

Daryl wound his fingers through her hair as she pushed him back against the wall. Carol attacked him now, but he was far from an unwilling participant. His tongue darted out and grazed against her lower lip seeking access. Carol pressed her body against his as she opened her mouth to allow him access. The taste of him nearly set her body on fire.

Just as Daryl had worked up the courage to let his hands wander Carol pulled away from him abruptly.

"This is not a free show. Are you ever going to learn to knock?" She nearly yelled at Glen. After what he'd interrupted this morning and the trouble it had caused she was just about ready to kill him.

"I…I just came to make sure everything was okay. There was a loud noise and then some other noises…" He trailed off as he spotted Carol's bedroll on the ground and he put two and two together.

Daryl was barely hanging on by a thread. He was nearly vibrating with rage and Carol could feel the tension rolling off of him in waves.

"Go." Carol directed with deadly calm. She watched as he backed up and nearly ran down the stairs.

Now she'd have to figure out what she was going to do with Daryl.

TWD

Daryl watched as Carol stood staring at the now empty stairwell. He was too terrified to do anything for fear that she'd be the next one to bolt down those stairs. She'd had time to think it over now. It would no longer be a rash decision made in the heat of the moment, but a carefully measured one. He knew he wasn't the man she needed him to be and he wondered if she'd figured that out now. He stood stock-still; every muscle in his body aching to reach out and touch her, to pull her into his arms and hold her.

TWD

Carol watched the now-empty stairwell for much longer than was necessary. She was too terrified to turn around for fear that Daryl would be the next one to bolt down those stairs. He'd had time to consider the situation. He'd had time to realize that all of those things that Ed had said about her were probably true. She wondered if he'd figured out that Ed had been right all along. She stood frozen in place; everything in her longed for him, for his touch.

TWD

Someone had to break this heartrending stalemate and Carol knew it was going to have to be her. She turned slowly to face him and panic nearly overcame her. He was still backed against the wall and surely turning on him would make him feel like a caged animal and immediately put him on the defensive. Better to just get it over with. She took a step back to give him space and that was what spurred him into action

He knew for sure that, that step backwards was clear intent to flee and he couldn't let her do it. It might just kill him if she walked away from him now. Now that he knew the taste of her and the feel of her body against his there was no giving that up. He was addicted. Before she could go any further Daryl's hand shot out to grab her wrist and pull her against him.

It was all Carol could do to squelch a surprised yelp. She landed with a thud against his chest and didn't know whether to be relieved or terrified.

"Stay." His voice was little more than a husky whisper. "Please."

Relief it was then.

Carol nodded against his chest. "I'd ask you to shoot Glen in the ass, but I don't want to have to help Hershel sew that up." She mumbled into his chest.

Daryl's arms tightened around her as he chuckled. "Think I might be a bad influence on ya if you're already wantin' me to shoot someone in the ass."

They stayed that way for a while before Daryl unwound her arms from around him and guided her back toward the cell. He handed her the bundle of stuff she'd dropped on the catwalk. Her heart sank a little as she realized that she's still be sleeping on the top bunk tonight. Alone.

"He's got a big mouth. He'll tell the others." She said quietly.

Daryl looked at her, confusion crossing his face.

"Glen," she clarified.

He didn't say anything and Carol sighed as she kicked off her boots and tossed her stuff onto the top bunk. She climbed up and settled in before she realized that Daryl was still leaning against the wall watching her. She shouldn't have said anything. If he hadn't wanted to run before he surely would now. If there was one thing Carol knew he hated it was gossip and being the center of attention. She rolled away to face the wall. If he was going to walk away she sure as hell wasn't going to watch him do it. He was so damn frustrating. So hot and cold.

Carol had gotten herself so worked up that she didn't even hear Daryl walk out. When she hadn't seen him or heard him shuffling around she assumed he'd left. He was so quiet she hadn't heard him return. He'd gone to the next cell to find blanket to drape over the door. Once he'd blocked out the nosy assholes they lived with, he kicked off his boots and climbed the ladder to the top bunk.

She nearly shot straight up when he started to climb up the bunk. Surely walkers couldn't climb. Could they? Finally her eyes adjusted to the pitch black a little better and she could make out Daryl's silhouette balancing at the edge unsure if he should climb up the rest of the way. When Carol didn't tell him to fuck off he took that as permission and crawled up the bunk to lie next to her.

Daryl was no good with words, or feelings, or any of this shit really. He didn't know what to say to calm her fears that Glen would tell the rest of the group. He didn't even really know if it was because she was ashamed of him or because she knew he didn't like that center-of-attention shit. He reached up to stroke her cheek, hoping desperately that if he couldn't tell her maybe he could show her that it was okay.

Carol wasn't sure what he was doing. He hadn't said anything since she'd warned him about Glen. When he'd left she was sure he'd taken off with no intention of returning. She'd been shocked when he'd climbed the rungs to her bunk. Now he was laying here next to her, gently stroking her face.

"You don't owe me anything, Daryl." She whispered. "You don't have to do any of this. We can just—"

Daryl cut her off with a soul-baring kiss. He poured everything he had into that kiss desperately hoping that he could show her what he felt because words were sure as hell failing him right now. He wanted this woman. He needed her. She'd saved him when he didn't even know he needed saving. She'd saved him from a lonely miserable existence. But most importantly, she'd saved him from himself.

Carol grabbed for his shirt, she balled the fabric up in her fists and held him to her. She was so tense that she wouldn't or couldn't open up to him. When he bit down gently on her lower lip she finally opened her mouth to him. Tongues battled and whirling nervous minds shut down. Eventually they gave in and let their bodies take over.

Rough, calloused hands made their way under Carol's tank top smoothing slowly over the soft skin he found there. She gasped as his fingers brushed against the swell of her breast. She turned her body to face him and Daryl's other arm curled around her waist to yank her closer. Her hand pressed against him and moved over his chest and down his stomach to the waistband of his jeans. He shuddered as she moved her hand further down to cup his very obvious erection. He bucked into her hand with a moan before he could stop himself.

The sharp movement of Daryl's hips caused the bunk to sway. Hands stopped their exploration to cling to one another. A low chuckle escaped Daryl, but Carol failed to see what was so funny.

"Fuck. Nothin' is gonna go right, is it?" He chuckled again. Then he was moving down her body and Carol nearly panicked at the loss. She watched as he moved slowly down her body, exposing skin and kissing her as he made his way to the end of the bed. When he got a couple steps down the ladder he tugged gently on her ankle. "C'mon. Ain't gonna get us killed tryin' to do that up there."

Carol moved slowly after him not wanting to risk making the bunk topple.

"Ya ain't gotta move so slow. It was just movin' 'cause it was top-heavy with both of us up there." He urged her.

Carol moved faster to the end of the bed, but she froze when she got there. She could see the expectant look on Daryl's face. She was sure this was going to be a disappointment for him. As much as she wanted this man, needed him. She was having a hard time making herself move for fear that it would all be over once he got a good look at her.

Despite the dark Daryl could see the emotions working over her face. He knew she was nervous. Hell, he was nervous too. He thought he'd already made it clear that nothing mattered but her. He moved to stand in front of her and wrapped his arms around her lower legs. "C'mon."

Finally Carol slid down and made her way down the ladder. As soon as her feet hit the floor Daryl grabbed her and her back hit the wall. He was everywhere all at once. His lips blazed a hot trail down her neck as his hands snaked up her shirt to continue his previously interrupted exploration. The soft moans coming from her were enough to make him come undone. His hands moved to lift her shirt over her head, but she tensed and he pulled away to look at her. What he saw nearly broke his heart. She was terrified. He sighed and let his head fall to her shoulder.

"We ain't gotta do anything." He whispered before he kissed the spot behind her ear.

Carol shook her head. "It's not that. It's…I just…Ed left…marks." She felt like an idiot stuttering through the explanation for her reluctance.

Suddenly Daryl wished Ed were still alive if only so he could kill the bastard himself. He growled low in his throat as he pushed his body into hers trying desperately to show he that he wanted her, scars or no scars. Carol groaned against his neck as she felt him press into her pelvis.

Her hands grabbed his hips and pulled him even closer if that were possible. Then her fingers wandered to the hem of his shirt lifting it just enough so that he understood she wanted him to take it off. He shook his head. He knew she needed to see it. Needed to know that he understood, but this was a part of him only a few had seen and he'd had no control over that. Carol nodded and started to step away, but he grabbed her hands and curled her fingers around the hem of his shirt.

"I can't…" He choked out. But he guided her hands to lift his shirt and lifted his arms so she could pull it off of him. He felt her eyes rake over him knowing she couldn't see much in the dark, but she could see enough. Her hands smoothed over his chest and he took deep shuddering breaths as her fingers traced the marks on his chest and stomach and nearly cried out as her lips followed.

Just as Daryl thought he couldn't take another second without his body catching fire her lips made a slow trail from his bellybutton up his chest and neck and to the spot just behind his ear that wracked his body with a shiver. Carol grabbed his hands and mimicked his early actions encouraging him to pull her own shirt off. He stood wide-eyed for a moment before he pulled the shirt over her head and traced her own scars with hands and lips. When he was finished his mouth trailed kisses back up her stomach before finding a nipple and sucking it softly into his mouth. Daryl smiled as he felt he body momentarily slacken before she regained her legs. He wrapped an arm around her waist to support her.

Carol's hips involuntarily bucked into him and she reached out to cup his very obvious erection again, earning her a strangled moan. She smiled against his neck before pushing into him trying to urge him to the bed. As they shuffled to the bed Carol's hands found the button on his jeans as Daryl's hands pushed hers down over her hips. He guided her down onto the bed and followed after. His fingers traced over the now soaked material between her legs.

"Fuck." He growled into her ear.

Carol moaned in response and pushed her hips up to encourage him to continue. He slipped a finger inside her panties teasing the sensitive skin. He moved his finger just enough to reach her clit and trace tight circles causing her to bury her face in his chest to muffle her moan. Suddenly and without warning his hand moved dragging his finger lower until he slid one long finger into her. She gasped as he pumped slowly creating a steady rhythm that was fixing to drive her insane.

"You like that?" He sounded unsure and she felt his body tense against her.

"More." That was all she could manage to croak out. The hand that had unbuttoned his jeans, but that had fallen still as he worked her, found its place again as she struggled to wriggle her hand between them and into his jeans. Finally she hit pay dirt as her hand wrapped around him causing him to jerk into her.

Daryl watched between them as her hand slid up and down over his cock. She nearly undid him when she swiped her thumb over the head to collect the moisture that had beaded there. He withdrew his hand from her to stop her from ending this too quickly.

"Too much." He panted. "I'm gonna…"

She cut him off with a searing kiss, but her hand stilled on him. She inched even closer to him so that his dick pressed into her core. He unconsciously thrust into her, but her panties still blocked the way. She moved to slip them off when he grabbed her wrist to stop her. She looked up at him, surprised devastation crossing her face at the implied rejection.

"I can't…" He trailed off. "I need you to… Not just one time, I can't…" How the hell was he supposed to tell her that he couldn't just be a one-night stand?

As usual Carol seemed to know what he needed to hear. "I'm not going anywhere." She breathed into his ear. "I need you."

Daryl's body instantly relaxed and he readjusted so his forearms were on either side of her head and was hovering over top of her. One hand reached down and tore her panties off as her hands settled on his hips and pushed his jeans and boxers the rest of the way down. He kicked them the rest of the way off before lining himself up at her entrance.

At that moment two thoughts occurred to him. He'd ripped her panties. She was going to give him hell when they were done. But, more importantly, he wasn't exactly prepared for this. Unlike Glen and Maggie he hadn't been squirreling away condoms. Carol seemed to sense his hesitation and her hands settled back on his hips encouraging him forward.

"It's okay. I can't…" She whispered.

Waves of sadness and relief hit him simultaneously as he slid into her warm, wet core at her direction. He sighed contentedly as he sunk into her fully, burying himself to the hilt. He stayed that way for a long time, moving only millimeters at a time. She knew he was trying to prolong the inevitable, but she could only stand so much. She needed him to start moving before she exploded from the intense pressure. She could most definitely get off on this, the way her moved his hips against her was only making the pure need for him even worse.

She'd never really understood the allure of sex. It hadn't felt good. In fact more times than not it was painful and unpleasant. Ed had been rough and only in it for himself. Daryl, on the other hand, moved with such care and passion that she finally understood why people were so stuck on this. One encounter with Daryl was going to leave her utterly addicted to that man.

Daryl's thoughts mirrored her own as he tried desperately to find some way to calm himself down so this didn't end in one thrust. His experience was limited to messing around with good girls who wanted to rebel in high school and quick fucks in a bar bathroom or the bench seat of his truck as an adult. He'd never brought them home like Merle had. He couldn't understand what Merle got so damn worked up about. Half the time Merle brought some slut home she ended up trying to come onto Daryl when Merle was through with her. He didn't want some quick fuck and he definitely didn't want Merle's sloppy seconds. Carol wasn't either of those things and he was amazed that she'd been receptive to him.

He'd worked hard to make sure she was taken care of, but now she was urging him on. Her hips were bucking up into him trying to take him deeper and make him move. Her breath came in short shallow bursts at his neck as her hands grabbed his ass and urged him on.

She knew he'd been trying to find her release, but she was determined not to fall off that cliff without him. She'd been biting it back for the better part of the encounter, but she wasn't going to be in control of it much longer if he kept dragging his pelvis across her clit in those maddening circles.

"Move, Daryl. Please, just move." She begged him now and he could feel the beginnings of her orgasm clamping down on him.

He groaned as her hands moved back to his hips pushing and pulling just enough to get him to set a rhythm. He moved slow and steady over her and she could feel his release building as he struggled to control his strokes and his speed. His whole body tensed as he fought to control himself.

Carol pulled his face down to hers and kissed him. He kissed her back, but it was no longer gentle and careful. It was hard and rough and filled with need as his tongue warred with hers for control. He was still radiating tension when Carol broke the kiss just long enough to whisper in his ear. "Let go."

To her utter amazement that was all the encouragement he needed. She felt his body shudder against her as his warmth flooded her. That was all it took to send her hurtling after him. He moaned in pure ecstasy as her muscles clamped down on his cock pulling every last drop from him.

Daryl collapsed on top of her and they both struggled to regain their breath. He trailed lazy kisses down her neck before he realized how heavy he must have been laying on top of her like that. He made a move to get off of her, but Carol's arms held him firmly in place.

"Stay." She commanded softly.

He nodded as he shifted some of his weight onto his forearms. "Ain't goin' nowhere."

When Carol was convinced that he wasn't going to go anywhere she released him and trailed a hand up his body until she cupped his cheek. He tilted his face further into her hand. He didn't know how to tell her that he wanted this, that he wanted her, and he hoped desperately that he could show her and she'd understand.

Daryl moved to her side once their breath had evened and the sheen of sweat on their bodies had dried. He pulled her into him and looped one arm around her waist to keep her there as he pulled a blanket up over their now-chilled bodies.

He wished he knew how to tell her how he felt, why he'd been so overprotective. Truth was, Dixons sucked at shit like that. He'd spent his whole life shoving any feeling other than anger right back down into himself. Anger was a feeling Dixons could do, but anything else was out of the question. But this was not a feeling that he wanted to push back down inside himself. He felt vaguely like he wanted to tell the whole world how he felt about her and it was strange to not want to tamp those feelings down.

He let the wheels turn as he tried to let sleep overcome him. Maybe he could tell the whole world, or his whole world anyway. His grip on her waist slackened just a little as exhaustion overcame him. He was curled protectively around her with her face tucked into his chest. Daryl dropped off to sleep just before he could work up the balls to tell her how he felt.


	8. Better Than Okay

**A/N:**

**This would have been up Saturday afternoon, but something was going on with the website and I wasn't able to post.**

**Okay, here's the next one. Here's hoping this satisfies those of you who were a little disappointed in Carol in chapter 6. She made a big fuss about not needing Daryl to protect her, but then he stepped in when Axel got involved. It wasn't my intention to make Carol seem defenseless, just that Daryl has a tendency to overreact and overprotect where Carol is concerned. In any event, she grows a pair in this chapter.**

**Also, I know Axel is OOC, but I felt like we didn't necessarily get a good sense of who he was in the show. We really only saw what he wanted to show the group. I feel like he had the potential to be a not-so-good guy. He was in prison, after all.**

**Beth is also probably OOC, but she's so much more fun to write that way. **

**That's all, folks. Read and review. Still don't own 'em. Still wish I owned me a little Daryl. You know, all that disclaimer stuff.**

TWD

Carol awoke with Daryl still curled protectively around her. She didn't want to move for fear that she'd wake him and he'd realize he'd made a mistake. Unfortunately, not moving wasn't much of an option considering their state of undress and the footsteps approaching their cell. She moved to pull the sheet over top of them and Daryl stirred behind her.

"What're ya doin'?" He asked, his voice husky with sleep.

"Covering us up before whoever's out there gets a free show." She whispered.

"Mmmm." He grumbled as he pulled the blanket up over them buried his face back into her shoulder.

Carol was about to suggest that they get up and get dressed until her entire train of thought was derailed by Daryl's lips on her neck and his hand roaming over her front. She pressed back into him as a quiet moan escaped her lips. She almost moved to turn into him when voices at the doorway made her freeze.

"I am not goin' in there, Rick." The whine in Beth's tone was clear. "Glen's already interrupted them twice. You know Daryl will kill me if I make it a third time."

Daryl's other hand slid over Carol's mouth as he continued to suck and nip at her neck. His fingers found the swell of her breast and he dragged the calloused pads over a nipple. Carol bit into one of the fingers on the hand covering her mouth, nearly eliciting a chuckle from Daryl. His hand traveled back down her body and he ran his fingers along her folds, shivering a little at the wetness he found there.

Rick and Beth were still standing outside the cell, but the substance of the argument was lost on Carol as Daryl continued to work on her. Daryl had heard something about waking them because Rick needed help with checking the fences and Maggie needed help with breakfast. He silently willed them to leave as he plunged one finger into her core. Carol arched back against him as she bit back a moan. His cock ached to find release in her, but he knew there was no chance of that happening as long as Rick and Beth lingered outside the door.

"You ought to let them sleep. Sounds like they had a rough night last night what with Axel causin' trouble and all. I can help Maggie with breakfast and Daddy can help you with the fences." Beth said with finality.

"I suppose it wouldn't hurt to let them sleep in." Rick conceded as he scrubbed his hands over his face.

Beth was already headed down the stairs as Rick left the couple with a parting comment. "When you two feel like getting up, you better remember to thank that girl." Carol could hear the smile in his voice and she let out a breath she didn't know she was holding as Rick's footsteps receded down the stairs.

Daryl trailed his hand back to her hip and adjusted her legs for a better angle before grabbing his cock and lining up at her entrance. Carol gasped as he slid in just a little. He froze in place, now certain he'd misread her.

"Don't stop." She breathed out.

He jerked into her then and let out a relieved sigh. He wrapped an arm around her waist and moved in and out slowly as he sucked and licked and kissed her neck. He could feel himself losing control and his hand slid down the rub her clit in time with his strokes. Carol let out a soft moan as she came and without thinking, his hand at her clit reached up to cover her mouth and stifle the moan. When her own hand came up to move his hand and she sucked Daryl's fingers into her mouth he came undone. He bit into her shoulder to muffle his own moan.

"So fuckin' hot." He growled into her ear before moving to hover over top of her. He kissed her hard drowning out another of her moans as he moved to stroke her clit, sending another shockwave of pleasure through her body. He collapsed against her as they both tried to regulate their breathing. He buried his face in her neck as her fingers stroked lazily over his back.

Daryl took a deep breath. "Ya know you don't have to do that if you don't want to. I wouldn't be mad. Ya just gotta tell me to stop."

It was probably the most terrified she'd ever heard him sound. She knew he was nervous because it had all come out mumbled as one word and she was pretty sure he hadn't taken a breath through the entire thing. It broke her heart a little that he'd even think she didn't want it, didn't want him. She nudged at his chin and pushed his face out of her shoulder so she could see his eyes. "Don't ever stop doing that."

TWD

Carol stepped into the kitchen and was greeted by twin smirks from Lori and Beth. She hadn't even made it five steps into the room before Lori bombarded her with questions.

"So how was he?" Lori asked excitedly.

Carol stood there, mouth agape, before jerking her head toward Beth and turning about 30 shades of red.

"Oh come on, Carol. These ears are not as virginal as ya'll think. I did have a boyfriend, you know." She giggled.

Carol continued to stand there and sputter for a moment. Obviously she couldn't tell them anything. Daryl would be mortified.

"I…it was. Everything was okay." She finally got out.

"Okay?" Lori looked disappointed.

"Had to be better than okay." Beth whispered. "I had to send Rick away this morning before he interrupted them."

Carol really flushed this time. She knew Rick had heard something because he'd known they were awake. She had no idea Beth had heard anything.

"From the sounds coming from their cell this morning he was doing much better than okay." Beth continued, earning her a giggle from Lori.

"Alright, alright." Carol conceded. "It was better than okay, but that's all you're getting. Daryl would be pissed if he knew we were talking about this."

Lori's eyes widened a little as Carol spoke. She wondered briefly what had startled Lori, but she didn't have to wonder for long.

"What am I gonna be pissed about?" Daryl leaned against the doorway, smirking at Carol. He'd heard them talking as he'd approached the kitchen. For a second he was worried that the conversation would turn into a tell-all. He'd been relieved though a little disappointed when Carol had tried to placate the other two vultures with a simple 'it was okay.' He'd been glad she hadn't given them the gory details, but he'd definitely hoped it was better than okay. Now he stood in the doorway, smirking at Carol as she tried to come up with something to tell him.

It was Lori that leapt to her defense. "She was just telling us what happened with Axel last night. How you saved her."

Daryl already disliked Lori and the fact that he knew she was lying only served to annoy him more. He also knew that Carol really cared for the woman and he was glad that Lori was at least loyal to her even if she wasn't loyal to anyone else. The one thing Daryl couldn't figure out was Beth's involvement. Wasn't the younger Greene girl too young for this kind of conversation?

Carol's voice pulled Daryl from his thoughts. "Did you need something?"

"Oh. Uh yeah. Didn't get anything to eat for breakfast. Kinda hungry now." He mumbled.

Carol nodded and handed him a bottle of water. "Why don't you go sit down and I'll get you something to eat."

Without a word, Daryl took the proffered bottle of water and left the room to head to their cell. He was tired and he didn't want to sit in the cafeteria area and risk being bothered by the others. He also wanted a few minutes alone with Carol. The woman was like a drug; and now that he'd had a taste, he couldn't stop.

"You didn't give him anything to eat for breakfast, huh?" Lori giggled. "I had to beg Rick to do that, but it looks like that man is ready and willing."

Carol flushed again. She set to work making Daryl a sandwich with the bread Beth had made that morning and the dried beef they'd found in the prison commissary. She also found a couple of lunch size bags of chips and a single-serve container of mixed fruit. She made his lunch without a word to the other two.

TWD

Carol carried Daryl's lunch out to the cafeteria area. When she didn't find him there she checked outside and then decided that he must have gone up to his cell. Their cell. She had just started up the stairs when Axel appeared, seemingly out of thin air. Carol sucked in a startled breath.

"Carol, I just…" Axel started.

"I…I believe Rick said you should stay away from me." She started to walk up the steps again.

Axel grabbed her arm before she could make it any further up the steps. "I was going to apologize, but damn you're a tease. All day you acted like you wanted it and then you just flipped and changed your mind. That ain't how it works, woman."

Daryl could hear voices floating up the stairwell. He couldn't make out what they were saying, but he knew one of them belonged to Carol. He stepped out of the cell to see Carol at the bottom of the stairs with Axel's hand firmly gripping her arm. Before he could get down the stairs to help her, Carol did something he never thought he'd see her do.

"Let go of me, Axel." She commanded.

"Nah. What're you gonna do anyway? Run off to that piece of redneck trash you shacked up with last night? He ain't half the man I am. I could show you a real good time. Heard what the others were sayin' bout that husband of yours. Hear ya like it rough. I can do rough or I can be rea—"

Before he could finish Carol had twisted her arm out of his grip and landed a blow to his face that made a sickening crunch. Daryl stopped in his tracks. Carol carefully set down Daryl's lunch and moved to where Axel was now kneeling on the floor, holding his face.

"I said I believe Rick said you should stay away from me." She uttered with deadly calm. "And I think it's pretty obvious that I don't need Daryl or anyone else to act as bodyguard. And if I did? It'd always be Daryl over you. You'll never be even a quarter the man Daryl is. He's got honor and it's obvious that you don't even know the meaning of the word."

Carol left him with that thought as she turned and ran smack into Daryl's chest.

TWD

_Don't you cry. Don't you dare cry._ Carol chastised herself for the tears that welled up as soon as she'd quite literally run into Daryl. She could see that he was conflicted. He looked as though he wasn't sure if he should be comforting her or beating the hell out of Axel. She put her palms to his chest and pushed him gently toward the steps. Daryl nodded and headed up the steps.

"Guess it wasn't me you had to be worried about, ya sick son of a bitch." He tossed at Axel before disappearing up the steps with Carol. He was proud of her. But he was pissed at himself at the same time. He should have never left her a position where she'd have to defend herself like that. He released the breath he'd been holding as they walked into the cell.

Carol set his plate on the table and turned to face Daryl. She watched as he sat down on the bed and scrubbed his hands over his face.

"Sorry you had to—"

"Stop." She cut him off. "You don't get to apologize for not being there to protect me. You're not always going to be around to protect me from everything. You can't be with me 24 hours a day."

"Wish I could." He mumbled so low she almost didn't catch it.

Carol grabbed his plate and handed it to him before turning to walk out of the room. She wasn't going to stand there and watch him feel sorry for himself for not being there to do something she should be able to do for herself.

"Wait." He mumbled through a mouthful of sandwich. "Where ya going?"

Carol sighed. "I've got stuff to do, Daryl. I'm not going to stick around for your pity party."

He stared at her for a moment. "Ain't a fuckin' pity party, woman. Just wish you didn't have to do so much for yourself."

She smiled at him then. "Being self-sufficient is kind of a requirement for surviving the end of the world."

"Guess it is." He conceded.

Carol stepped back into the cell. She reached out and brushed his too-long hair out of his eyes. "It is." She smiled before stepping away to leave again.

"Hey?" He called before she got too far away. "You're staying here tonight, right?" He sounded unsure again.

"Of course." She reassured.

"Good. Oh, and Carol?" He smirked even as a blush crept up his cheeks.

She looked back at him, eyebrows raised, questioning.

"Glad to hear it was better than okay." He chuckled as she high-tailed it out of there, her face even redder than his.


	9. Not Really Unexpected

**A/N: Here have some fanfic early! Well, earlier than I normally post I suppose. I've had a couple PM's asking why I only post about once a week. The answer is that I'm busy. I work full time. I go to school. I go to the gym. I have a husband that I have to keep fed and watered. I have a house that won't clean itself no matter how much I wish it would. (Side note: Don't buy a house, it's a trap) It's not very exciting, but it's my only excuse. I'm hoping to have another chapter out for you by the end of the weekend. I've never posted a story without having it completely written, so this is uncharted territory for me. So thanks for the patience and the kind words. I love reviews and ya'll are so sweet, so keep it coming! **

**The quote below is from **_**In Plain Sight**_**, which is another of my addictions. However, I thought it fitting for this chapter, and for life in general some days.**

TWD

_There are times in your life where all you can do at the end of the day is turn out the lights, flop on the bed, and throw in the towel. Raise the white flag. For some that kind of surrender is hard to even contemplate and harder to accept, and there's a dignity in that, in fighting to the finish, to the red-faced bitter end. But in those moments, in bed, right before the lights go out, solace can be found. The very act of giving up becomes a starting point. You clear your head. You still your beating heart. You navigate the rocky shoals, setting out again. Call it surrender or serenity, it doesn't matter which, because the thing you never thought you'd do or say or ever have to face, becomes more than what you have to do. It becomes the way it is._

-Mary Shannon, _In Plain Sight_

TWD

After Carol had left him to finish his lunch alone, Daryl headed back outside to finish walking the fences with Rick and Hershel. He'd been a little miffed that she hadn't stayed with him, but he knew that she had a lot to do and staying up there with him would have just added more fuel to the fire Lori and Beth were already stoking. He was lost in his own thoughts as they walked the fence to survey for damage, stopping only briefly to mend the larger breaches.

"So, you and Carol work things out?" Rick asked pointedly.

Daryl felt a flush creep up his neck and into his cheeks. "We're good." He mumbled evasively.

"She alright after the whole Axel mess?" Rick pushed.

"Was fine 'til the asshole tried it again this afternoon." Daryl wanted to kick himself for saying too much, but Rick needed to know what that prick was up to.

"What are you talking about?" Rick stopped walking and Hershel had even stopped to pay attention.

"She was bringin' me lunch in our…my cell and he cornered her while she was headin' up the steps. Heard him say somethin' about Ed and she wouldn't tell me the rest, but it musta pissed her off 'cause she hauled off and punched him. Laid him out pretty good too." He was smirking a little, pride welling up in him at the thought that she'd nearly knocked the bastard out. He skipped the stuff she said about him. Rick and Hershel didn't need to know about that.

Rick stood there, mouth agape in horror, staring at Daryl. He couldn't believe he'd misjudged this guy so badly. He'd helped them clear the prison. Had saved Rick's life when one of the other inmates had nearly killed him. Before the world went to shit he'd obviously trusted in the justice system. But this world had changed people and Daryl was walking proof of that fact. Axel had regaled them all with the story of his "armed" robbery and Rick had been fool enough to believe him. Now he didn't know what to do.

"What do we do with him?" He looked back and forth between Daryl and Hershel.

Daryl shrugged. "Don't think he'll be botherin' Carol again anytime soon, but I ain't so sure 'bout the others. Wouldn't trust him anywhere near Maggie, Beth, or Lori."

Hershel nodded in agreement. "Perhaps we should let the others in on this one, son. See what they think. See what Carol thinks considering she was the one he attacked."

Rick didn't say anything more as he turned to head back to the prison. They'd reached the end of the fencing they had access to and it was nearly dinnertime. The men walked back to the prison in silence, each of them contemplating the Axel situation.

TWD

Carol was able to get through dinner preparations with minimal harassment about Daryl from the others. The women made their way into the cafeteria area with dinner. Hershel, Daryl, Rick, T-Dog, and Glen were already seated at one of the tables and were animatedly discussing something. Carl was at another table reading a comic book someone had picked up along the way.

The meals were set in front of the men and the women retreated to another table.

"Wonder what they're discussing so intently over there." Maggie jerked her head toward the men.

"Maybe they're getting more details out of Daryl over there than we've been able to get out of Carol today." Lori chuckled.

Carol had already resigned herself to the now ever-present blush becoming a permanent feature today. She ducked her head and concentrated on her meal.

Maggie perked up at the mention of Carol and Daryl. "Did you two finally…" She nearly squealed like an excited schoolgirl.

"Come on, Carol. You have to dish at least a little!" Beth egged her on.

"Beth!" Maggie laughed.

"Oh, come on! The only experience I have to relive is Jimmy!" She watched amusement and shock cross her the other women's faces. "I did find that _Fifty Shades of Grey_ series in one of the houses, so at least I've got that, but that only gets you so far, really." She laughed.

All four of them burst into laughter at Beth's last comment. The men looked up, but went back to their conversation.

Lori and Maggie continued to pry. "Come on, you don't have to give us the details, but you could at least say how good it was." Lori was digging for anything at this point.

"Maybe it wasn't any good." Beth chimed in.

Carol scoffed at that. "Oh believe me, it was good."

The whole table burst into excited laughter again. Carol was mortified that she'd let it slip, but it had felt good to tell them.

"Come on." Maggie pushed. "How good."

Carol hemmed and hawed for a moment. "Let's just say I definitely don't miss my vibrator."

A new round of squeals and laughter erupted from the table of women.

"The hell's so funny over there?" Daryl spoke up. He wondered momentarily if they were having a good laugh at his expense. He pushed the thought aside knowing that Carol wasn't likely to be sharing a play-by-play.

"Nothin' you boys need to be concerned with." Maggie replied.

TWD

After dinner the group had gathered back in the cafeteria. The relatively carefree mood from dinner had been replaced with a dark one. Carol had told the others what had happened when she'd taken Daryl his lunch. They'd all assumed that's what the men had been talking about at dinner. Now it was time for the group to talk it over.

There wasn't much discussion to be had. Carol didn't want Axel around. She didn't think he'd bother her again, but he was worried about the other women and about Carl. It had been agreed upon that if Carol was uncomfortable then Axel would need to go.

Rick and Daryl had decided that they would deliver the news and send the man on his way. They'd found him sitting in his cell. His things still packed from his move into the block the day before. It had not been an easy conversation and it had not gone smoothly. Axel had taken a swing at Daryl, but Daryl was faster and had caught Axel's hand and twisted it until he yelled out in pain. As they'd escorted him to the gate he'd gone at Rick. This time Rick didn't hesitate to put down an outsider with the potential to hurt the group. He'd shot Axel at point blank range. Afterward he'd stood there while Daryl cursed and paced.

Daryl knew Rick had done what was right for the group. Where he'd at least been a little conflicted about Randall in the beginning, he'd had no doubt about Axel's potential for danger to the group. He knew that Rick was right, but he still couldn't believe he was standing there covered in the blood of someone who'd been living, breathing, talking just seconds before. Finally got his head together. Rick was still pointing the gun at the man. His hand was shaking violently. It looked like Rick was having the same reaction Daryl had. He reached out to push the other man's hand down.

"Go on. I'll take care of this." He directed Rick.

Rick nodded, but didn't move as Daryl drug the body to the pile of walkers that still needed to be burned. As he returned to Rick's side, Carol and Lori came barreling toward them with Glen and Hershel trotting along after them.

"What happened?" Lori asked, tears of relief streaming down her face.

Carol came to a halt just inches from Daryl. She nearly reached out to him, but caught herself at the last second. She stepped back and watched him.

"Fucker went after Rick with a shank." Daryl pulled the weapon out of his pocket.

Rick hadn't even seen it. He'd shot the man because he'd come at him. He hadn't known Axel was armed. Relief flooded him when he realized he hadn't just murdered an unarmed man.

"He swung on Daryl when we went to talk to him. And then he came after me when we brought him out here to set him loose." Rick clarified.

Lori stepped toward Rick and wound her arms around his waist. Despite their recent issues, relief flooded her when she realized he was okay. This was the first real contact either had initiated in the time since they'd left the farm.

Carol ached to reach out to Daryl the way her friend was doing to her husband. She watched as he shifted his weight back and forth between his feet. She could almost feel him buzzing with nervous energy. She wanted nothing more than to wrap her arms around him and tell him she was glad he was okay, but this was neither the time nor the place.

Daryl felt that strange and new, yet familiar ache in his chest as he watched Rick take comfort in his wife. He'd never craved the touch of another person the way he craved Carol's touch. He wanted to pull her into his arms and let her tell him it would be okay. When she'd arrived on the scene she'd taken him in and it almost seemed as though she'd been disgusted with his involvement. She'd backed away from him, what else could that possibly mean?

TWD

After awhile the group had slowly trickled back into the prison. Daryl and Carol were the last to head back inside.

"I'm sorry." Daryl mumbled out of the blue.

Carol stopped and turned to face him. "For what?" She asked, pure curiosity evident in her voice.

"That ya had to see that."

"I've seen a dead body before, Daryl. Probably seen thousands of them by now, really."

"Nah. I mean…" He stopped. What did he mean? He wasn't sorry Rick had done what needed doing. "I dunno. You just seemed…like you were disgusted by it. By me helpin' Rick with it." His voice was a little more than a whisper and his eyes were fixed firmly to the cement between his feet.

"How could I ever be disgusted by you doing what's necessary to keep us safe?" She asked him in earnest.

"I guess. But he was alive. He wasn't one of them…_things_."

The proverbial light bulb went on in Carol's mind. He was afraid she'd be disgusted because they'd killed a living, breathing person. She knew it wasn't in him to kill something or someone unless they were a direct threat.

"Ain't Merle." He sounded sad. "Wouldn't go around just shootin' people."

Carol stepped toward him now. She reached up to touch his face. Her heart sank as he flinched away from her as if he were afraid she was going to hit him.

"Come on." She said sadly. "It's late. You should get some sleep."

Her heart ached for him. She wondered what kind of life he'd lived that he'd been afraid she'd hit him. But then she realized that she knew exactly what kind of life he'd had. She'd seen the scars. She had her own and she knew exactly how a person ended up with scars like they had. She took his hand and led him up the steps to their cell.

Carol lead him into their little room and put the blanket back up over the door. She fumbled around for the camp lantern on the table and turned it on. She stepped toward Daryl and wound her arms around his waist. He stumbled toward her as she pulled him forward and into her.

"You're a good man, Daryl Dixon. And whether you believe it or not, you are that man of honor I wanted—needed—that first night off the farm. We've all done things we're not proud of. The whole lot of us." She reached up to stroke his face now. "I know you'd never kill a man in cold blood. So does everyone else. I'm very much aware that you are not your brother. You've proven that every step of the way. You're…I…I need you. I need you to keep protecting us."

It was the closest she could get to telling him she loved him without actually telling him. That would surely send him running for the hills.

Daryl stood there in awe of the woman in front of him. Never in his life had he encountered someone who offered him unconditional acceptance like Carol had. If he didn't already know he loved this woman, he definitely didn't have to wonder now.

He watched as she undressed and pulled on her sleep shorts and tank top. When he didn't move she reached for him next. She pushed his vest off of his shoulders and unbuttoned the shirt underneath it before pushing it to the floor as well. He sucked in a breath as her fingers brushed against the sensitive skin at his waist as she flicked the button on his pants open. Her hands skimmed over his body before pushing his pants over his hips.

Finally Daryl was spurred into action. He kicked off his boots and reached for the white t-shirt he usually slept in. Carol grabbed his hand and looked up into his eyes. She didn't have to speak for him to know what she wanted. He nodded and stepped back toward the bed, pulling her along with him.

TWD

Daryl wanted so badly for her words to take away the empty feeling inside him. He knew she wouldn't say those things unless she meant them. The last few days had been taxing, physically and emotionally, for both of them. He now understood why she hadn't reached out to him in the yard—fear that he'd push her away if she'd tried to comfort him in front of the others. He could appreciate that now.

After the others had headed inside, Carol had stayed. He'd wanted nothing more than for her to leave so he could yell and scream or hit something and make it all go away. Sure he'd pointed his crossbow at nearly every member of the group at least once, he'd gone after Rick, he'd beat the hell out of Randall; but Daryl Dixon was not a murderer. And even though he hadn't pulled the trigger, he had been ready to send a man out of the relative safety of the prison to face certain death. That sure as hell did not make him a man of honor.

Carol's light, but sure touch roused him from his thoughts. Her fingers were stroking over his chest and stomach, but there was nothing sexual about the caress.

"Sleep, Daryl." She commanded gently.

Those simple words were all it took to wear through his resolve. He'd fought hard today for his family and for the woman he loved. Just for tonight, he decided, he could give up, give in, and surrender to the patience, acceptance, and love that Carol was willing to offer him.


	10. Friends in Low Places

**A/N: Alright, here's the deal, ya'll are gonna hate me for how this ends. But, as **_**Hitchhikers Guide to the Galaxy**_** would remind you: Don't Panic. I will fix it, I promise. However, this weekend has not been what I thought it would be in terms of writing opportunities. My a/c died. I'm refinishing entryway steps. Buying a house is a trap, don't do it. **

**Also, others of you will not be happy with the story arc in terms of the Grimes family. I'm here to remind you that this is a Caryl story, not a Grimes Family Reunion. **

**SPOILER ALERT: If you have not watched season 3 or have not read the comics through issue 48 (or volume 8) and do not wish to have it spoiled DO NOT CONTINUE TO READ. This part is [mostly] in keeping with canon in both the tv series (for one character) and the comics (for both characters) in terms of death occurring (not manner of death, though). **

TWD

When he'd fallen asleep just hours before, Daryl had thought that it would be okay to surrender himself to sleep and the soft touch of the woman he loved. Now, as he fought for his life in the tombs, he knew that, that had been, without a doubt, the worst idea he'd ever had. Daryl was a light sleeper. His safety as a child had depended on it and it had been invaluable in the aftermath of whatever the hell was wrong with the world now. The one night he'd allowed himself to forget that skill had turned out to be the one night it might just get them all killed.

He'd awoken with a start. Glen was supposed to be on watch. Instead he was at Daryl's door yelling for them to wake up. In his post-sleep haze he hadn't heard everything Glen had said. All he heard was something about a breach and walkers flooding in and something about Lori being in labor. Daryl and Carol fumbled to get dressed in the dark. He grabbed Carol's face more roughly than he'd intended, kissed her, and ran out the door without a word.

Now he was back to back with Glen and Rick fighting off walkers that just kept coming. They'd already lost T-Dog as he sacrificed himself so Rick could get through to Daryl and Glen. All he could think about as he slashed at the undead coming after them was how stupid he'd been to think he could have something that would make him happy. He promised himself that if they lived through this he would do everything in his power to keep Carol safe, but it could never be more than that again. He couldn't keep her safe if he was busy trying to be happy and forget all the bad shit he'd done in this life.

Slowly but surely the three men made their way through the hallway. They hacked and slashed and stabbed as they went with seemingly no time to rest between new attacks. After what seemed like hours they finally located the breach. Someone had cut the chain on the door to the common room between the cellblocks. One look through the door told them it wasn't as bad as it could have been. Hundreds of walkers were still milling about the common room, seemingly oblivious to the open door. Glen and Daryl pushed the door shut while Rick sifted through the keys at his belt to find the one that opened the pad lock. He connected two unbroken links and secured the lock again.

The three men sunk to the floor, utterly exhausted. Each sat with head in hands trying desperately to catch his breath. Rick wanted desperately to know what had happened with Lori and the baby, but he was also terrified of whatever truth that baby might unveil. Glen wanted to know that Maggie was okay. Daryl wanted nothing more than to stay right where he was, on the floor of the tombs, if only to avoid having to face Carol. He needed to know she was okay and then he could move on and do what needed to be done: protect her and this group.

Though he was probably the only one who didn't want to leave, Daryl was the first to stand and start making his way back toward C Block. Glen and Rick eventually pulled themselves together and began making their way back as well.

TWD

What was left of the rest of the group was huddled in Hershel's and Beth's cell. Maggie sat next to her father, her head resting on his shoulder. Carl sat just inside the door; his eyes were glassy and unfocused as he stared at nothing in particular on the opposite wall. Beth was curled into Carol's side; she sobbed softly as the older woman stroked her hair in a token gesture of comfort. No one spoke. What would they say? How would they tell the others? How would they tell Rick?

TWD

The room grew tense as footfalls could be heard echoing along the corridor. Carol immediately recognized the footsteps to be Daryl's. He was alone.

"Ya'll alright?" He asked, voice gruff from exertion and lack of sleep.

No one moved. No one said anything. They all just stared at him.

Well what the fuck did that mean?

"I said, ya'll okay?" He asked again.

Beth's tears started anew despite Carol's attempts to calm the girl. Maggie shook her head at Daryl. Hershel just looked at him, willing Daryl to understand what had happened here so no one would have to say it aloud.

"Where are the others?" Maggie asked. "Is Glen…Is he?"

"He's fine. Rick, too." His eyes dropped to the floor. "T-Dog…"

Now it was Carol's turn to sob. He wished she wouldn't. His resolve to do what needed to be done was already slipping from him grasp. Watching her like this sure as hell wasn't making it any easier. Then it dawned on him. Lori was missing.

"Lori and the—" He faltered.

"They didn't make it, son." Hershel offered solemnly.

Daryl nodded. He'd known before Hershel had confirmed it. Why else would everyone be sitting in vigil in Hershel's cell? He wondered briefly how Rick would react, but pushed it quickly from his mind. It wasn't his problem.

Daryl watched and waited. He hoped Rick and Glen would be back soon so they could get the show on the road. They needed to get this place cleaned up and make sure it was secure.

TWD

Finally Rick and Glen trudged back into C Block. They looked defeated, just as Daryl had. Once they spotted Daryl standing guard at Hershel's cell Glen picked up the pace. He ran to Maggie, nearly pulling her from her father's arms. Rick slowed to a crawl and Daryl couldn't blame him. His arrival at the cell was heartbreaking.

Rick lost it. The screams were heart wrenching and nearly inhuman. Eventually he just kept repeating the word "no." This couldn't be real. They couldn't be gone. He pulled Carl to him and held on as if the boy were the only thing keeping him alive in this moment.

Eventually, tearfully, the stories came out. Axel had cut the chain on the door to the common room, letting the walkers into the cleared part of the prison. T-Dog had sacrificed himself to save Rick and ultimately to save Glen and Daryl. He'd pushed Rick through the door toward the other two men and had gone down fighting.

All the stress of the past few days and the unexpected walker breach had caused Lori to go into labor, but it was too early. Hershel and Carol tried everything they could think of to calm her down. Hershel was sure they were Braxton Hicks contractions, but when they started coming strong and at regular intervals he knew it was game on. She knew she wasn't going to make it through this. Carol and Hershel had left Carl to say his goodbyes, but came running back into the cell when they'd heard the gunshot. Carol had ushered him out while Hershel tended to the baby, but it was too late.

TWD

Despite this latest round of losses the day had gone on relatively normally. Carol, Beth, and Maggie made breakfast. Rick and Hershel made sure everything was secure. Daryl, Glen, and Carl dragged bodies into the yard to burn and dug three new graves for their own.

The women went through the newly cleared areas looking for anything that might be of use. The prison laundry held pillows, bed sheets and coverings, prison issue jumpsuits and guard uniforms, and all kinds of winter clothing in storage. They found more commissary food and MREs in some of the offices as well as more comfortable furniture that the men could help move later. Overall they'd come away with a decent haul.

Due to the late start on the day and the amount of work to be done lunch was all but forgotten. The group didn't come together again until the sun had started to sink behind the trees. Everyone was on his or her own for dinner. Most shared MREs and called it a night. It had been a long day and it would be an early night. Rick took watch for the night, certain he wouldn't be able to sleep anyway.

TWD

They'd been avoiding each other all day. Carol because she knew he was going to try to pull away. Daryl because he was dreading what was to come. The problem with sharing a cell was that it made it nearly impossible for the two to avoid one another forever. Carol had managed to slip into the cell, change, and climb up to the top bunk before Daryl had finished arguing with Rick over watch. He wanted it and Rick wasn't giving it up. She had just started to drift off—if only from pure exhaustion—when his heavy footfalls and bone-weary sigh pulled her back from the brink. She lay still, hoping against hope that he wouldn't notice her presence. Unfortunately she wasn't going to be that lucky. She could have melted into the mattress and he would've known she was there. Her body tensed as she waited for it.

"Carol, I—"

"Save it." She sighed, surprising herself. "Whatever excuse it is, I don't want to hear it."

With that she hopped down from the bunk, pillow and blanket in hand, and walked out of the their cell—his cell—and down to the cell Hershel and Beth shared. It had been set up to accommodate three, and Beth had already offered her the extra bed when she'd seen the way Carol and Daryl had been avoiding each other all day.

Daryl stood in the doorway, dumbfounded, as he watched her go. He didn't even know what do. Sure people had walked out on him before. Truth be told, he was much more accustomed to people walking out on him than sticking around. After all, he'd had plenty of experience thanks to his parents and his brother. But their absences had never left the gaping hole in his chest that Carol's departure just had.

She had known he was going to do this. But how? Did she really know him that well? But more importantly, why the fuck did it hurt so much that she'd preempted him? With that thought to chew on; Daryl trudged back into his cell, kicked off his boots, flopped onto his back, and stared at the top bunk while he waited for morning to come.

TWD

Carol silently padded into the new cell and laid down on the lower pull out mattress below Beth's bunk. As she settled in, Carol felt Beth's hand squeeze her own reassuringly. She had lived without Daryl Dixon before and she could certainly do it again with a little help from her friends.


	11. Without You

**A/N: Ooooh. Ya'll are going to hate where this ends, but I promise you'll love me later. This should about do it for the angst, or at least the super angsty-angst that seems to have run away with this story. It seems that when life throws me lemons I make SUPER angsty fanfiction out of them. Oh well. More smut to come and hopefully wrapping this up in 5 to 10 chapters. I've got some other ideas for another story, so we'll see where that takes me. In the meantime I'll be studying for boards, finishing up some small renovations, and rodeo-ing it up in the next few weeks, so please be patient. **

**Please read and review. I love the insight you guys give me into my own stories!**

**Still don't own anything that can be identified as belonging to AMC or The Walking Dead. **

**PS. Anyone else out there planning on seeing World War Z this weekend (or have any of you read the book)?**

TWD

It was the night that wouldn't fucking end. Daryl could have sworn hours had passed, but when he found Carol's watch on the floor he'd discovered that it had only been about forty-five minutes since she'd gone. She'd essentially given him what he wanted and he hadn't even had to ask for it or tell her that, that was how it needed to be. So why did it suck so much?

He flopped over onto his stomach and buried his face in his pillow, as though a change of scenery would help him sleep. Apparently it just wasn't meant to be tonight, because just as he'd been about to doze off, Daryl had been startled awake by a loud crack of thunder. He'd been so lost in his own thoughts he hadn't even realized it had begun to rain outside. Noise from the storm drowned out the soft footsteps that padded up the steps and into the cell next to Daryl's.

TWD

Carol had tried to sleep. She really had. She'd willed her body to relax and her mind to forget the day. She'd been on the verge of dropping off to sleep when Hershel started to snore so loudly he may have been capable of outdoing a McCulloch chainsaw on full tilt. She should have been able to sleep through it. God knows Ed had snored much louder, especially when he'd been drinking. Instead she'd laid awake trying to figure out how on earth Daryl had managed to convince himself that any of this was his fault.

After some time Carol realized that sleep would not come as long as she stayed in this cell. The problem was that she didn't really have anywhere to go. The two cells on either side had been occupied by Lori and T-Dog. Glen and Maggie took up the only other habitable cell on the lower level. Her only options were upstairs. She was fairly certain that the cell next to Daryl's was okay and as long as she was quiet the rain would drown out the sounds of her moving around.

Finally she moved to stand and was surprised by Beth latching onto her arm. "Don't worry. I'm just going upstairs."

Carol just barely made out the smile that played across Beth's lips. "It's okay. His snoring used to keep me up too."

With that Carol stepped silently out of the cell and padded back upstairs. She'd just settled into the lower bunk when she heard Daryl flopping around in the next cell. The thunderstorm was apparently keeping him awake. Every time it thundered Daryl repeated the flop, adjust, relax ritual that Carol had become accustomed to. She wanted nothing more than to go to him, but he needed to work this out on his own and figure out that he couldn't just up and leave when things went badly or he didn't get his way.

She thought she could wait out the storm and get some sleep once he'd calmed himself down enough to quit squirming. It was obvious that the universe had different plans for her in that moment. It seemed that the rain had stopped suddenly only to be replaced by a sound like a freight train. She recognized that for what it was and moved to shut the gate to her cell. Just as she'd gotten it shut, but before she could secure it, Daryl came bursting through.

TWD

Some time after the storm had started Daryl realized that Carol had come back upstairs. He could hear her soft sigh every time he fidgeted. He knew his flopping and thrashing was keeping her awake, but it wasn't like he could help it. He'd thought about going to her. He'd thought about apologizing, asking her to come back to their cell, asking her to lie down with him so he could finally relax and get some sleep. He just couldn't bring himself to do it. He knew he'd hurt her and now and he didn't know how to fix that. Those thoughts consumed him as he tried to will his body to give in to sleep.

It was the lack of noise that got his attention now. It had been loud and then it just wasn't. He'd hoped he might be able to get some sleep now. But just as suddenly as the noise had disappeared it roared back to life again. But this was different. It sounded like a freight train, but there were no freight trains anymore so what the hell could it…

A tornado. A fucking tornado. Because they hadn't had enough shit rain down on them in the last few days. He scrambled out of his cell and nearly fell on his ass as he skidded out the door and over to the cell Carol was in. He flew into the gate just as she'd slammed it shut. He nearly knocked her over as he threw the gate open and then slammed it again.

"On the floor!" He yelled. "Get on the floor, woman!"

Carol did as she was told and Daryl dropped down over top of her as he pulled her sleeping bag overtop of them and drug them both under the desk in the corner. He could feel her shivering beneath him despite the fact that it was plenty warm under that sleeping bag. He decided it was fear and tried to move to cover more of her body.

She could feel his heart hammering in his chest and she wasn't sure if it was fear or the close proximity to her. She knew she was shaking, but she couldn't help it. She'd been terrified of tornadoes since the time her daddy had grabbed her and pulled the couch over the two of them as they rode out a storm when she was just a kid.

The building didn't so much as shake, though they heard tree limbs snapping and the loud crunching of metal over the din of the storm. After what seemed like an eternity the sound was gone and the rain and thunder were back. Despite the relative safety that had been restored, Daryl didn't move. Carol could still feel his heart hammering against her back and the hand that had landed overtop of hers was now moving slowly, caressing, as if to make sure she really was here and was okay.

Several minutes had passed and Daryl was still lying atop her, his fingers still gently stroking her hand. She could feel him tense and relax each time the thunder rolled.

"Daryl." She choked out.

As soon as she spoke his name Daryl was off of her in a flash as though he'd just realized what he was doing. He swore as he hit his head on the desk. However, much to Carol's surprise, he didn't flee.

"Ya alright?" He asked as he scrubbed his hands over his face.

Carol nodded as she stood up from under the desk. She wrapped the blanket around her shoulders and leaned against the desk. She watched warily as Daryl began to pace back and forth. Before she could say anything to him she was interrupted by the sound of boots clanging against the steps.

Suddenly Glen appeared in the doorway. "Hey! You guys are okay?"

"Place is still standin' ain't it?" Daryl spat.

Glen took a step back with both hands in the air.

"We're fine, Glen. Is everyone else okay?" She asked and watched as Glen relaxed noticeably.

"Yeah. Everyone is good." He sighed.

"Tornado?" She asked.

"Dunno." Glen shrugged. "Rick said he didn't see anything from the perch. Maybe just straight-line winds? Those can be pretty wicked."

"We done with the weather academy lesson?" Daryl snapped.

Carol shot Daryl a look, but it went unnoticed. Daryl's eyes were trained on Glen, willing the young man to leave. Glen seemed to take the hint and started to leave.

"I better get back down to Maggie. She's pretty freaked. Glad you guys are okay." He chanced one last look at Daryl before leaving.

TWD

Carol watched as Daryl continued to pace like a caged animal. She wondered briefly why he didn't just go back to his cell. He was clearly uncomfortable. Finally Carol stepped toward the bunk to lie down. She was exhausted and she didn't much care if Daryl wanted to pace in front of her bed at this point. She stepped forward at exactly the same moment Daryl had decided to stop pacing, sending them crashing into one another.

Daryl wrapped his arms around Carol to prevent her from tripping and crashing to the cement floor. Much to her surprise—and his—he didn't immediately let go and push her away. Instead his lips found hers. Carol didn't kiss him back immediately, mostly out of surprise. He pulled away, now convinced she was rejecting him because he'd pushed her away. Before he could get too far she gripped his arm with strength he didn't know she had and pulled him back to her.

"You don't get to push me away again." She choked out. "You have to decide what you want, Daryl. I can't just be a convenience when thi—"

"You ain't a convenience!" He nearly yelled. "I just… I don't know how to do this."

"How to do what?" She asked as she wedged her hand out from between them to stroke his face.

"How to…" He let go of her with one had to scrub it over his face. "I don't know…how to…how to…let it go a-and keep ya safe without letting my guard down." He rasped out haltingly.

"I need you to try, Daryl. 'Cause I can't keep doing this. I can't…" She let her head fall to his shoulder, but she didn't cry. She wouldn't cry. "I've lived a long time without you in my life…"

Carol stopped to take a breath and Daryl was sure this was the part where she told him she didn't need him. He braced himself.

"…a lot of years—painful ones. Ed…he showed me the kind of pain a person could experience in this life. But you…you made it better. Even during the worst of it…when Sophia was… You made it better. It's only been a few months. And at the end of the world, no less. But you made it better." She chuckled bitterly.

Daryl's hand reached up to stroke her face. He didn't know what to say to her. He couldn't even begin to identify the emotions swirling around in him. All he knew for sure was that those things she had just said he did for her… She'd done them for him as well.

"…'m sorry." He whispered into her hair.

Carol tensed. She was certain this was the end and he was going to leave for good. She was positive he would bolt, pack his things, and be gone by first light. Instead he hugged her closer.

"So sorry." He repeated over and over. "I'm so sorry. Didn't mean to… I just didn't… I didn't know what to do… I… You do that stuff for me. M-make it better. You make it better… Make me better." He whispered brokenly.

Carol trailed gentle kisses from where her head lay on his shoulder up to just below his ear. "So many nights I laid in bed and prayed to a god I didn't believe in for a man like you… For you. I don't want to remember what it's like to live without you." She whispered, her voice full of raw emotion.


	12. Finally

**This is later than I intended it to be. It was a busy week and Thursday (which was when I meant to post) was my anniversary. Funny how I forgot, but my husband remembered. Ooops. Anyway, it's all smut, with a tiny bit of fluff at the end; so if that's not your thing you should probably skip this one. **

**Read and Review. Pretty, pretty please?**

"I don't want to remember what it's like to live without you…"

Daryl stepped toward her and his hand came up to reach for her face. He watched as she tried desperately to hide the flinch that was a practiced reaction to a man reaching for her face. His roughened fingertips stroked the soft skin and she leaned into his touch as she fought to hold back the tears threatening to spill over.

She was sure this was goodbye. Daryl was not one for soft touches and reassuring words. Carol was certain that this must be his way of saying goodbye. His actions, however, sought to make it clear that that was not the case at all.

The hand at her cheek slid to the back of her head, holding her in place so he could kiss her. Finally her own hands settled flat on his chest before sliding up and grabbing his face. Carol finally began to kiss him back in earnest as she realized he had no intention of going anywhere without her.

Daryl pulled away gently and trailed hot wet kisses up her neck to the spot just behind her ear. The soft moan she let out caused him to repeat the action up the other side just to see if he could elicit the same sound.

"Daryl." The breathy moan escaped her lips as he sucked at the hollow of her throat.

"Need you." He half whispered, half grunted into her ear as her hands worked the buttons on his shirt.

He started walking Carol back toward the wall slowly. His hands fumbled nervously at the hem of her shirt. Why was he nervous? It wasn't like this was his first go at this. It wasn't even the first time with Carol. But something was different. What was it? He shook the thoughts from his head as his hands continued to slide up her stomach.

Carol shivered as his fingertips brushed against the underside of her breasts. Daryl's thumbs brushed against her nipples as his fingers splayed along her ribcage. She let her head fall forward onto his shoulder as he continued to suck and kiss at her neck. He listened intently as her breathing sped up in response to his ministrations.

Carol's hands eventually found a purpose as she fumbled with the buttons on his shirt. Daryl hadn't even bothered to change his clothes, he'd just fallen into bed hoping he would fall asleep and wake up in the morning to realize it was all a bad dream. He shrugged the shirt from his shoulders as she pushed it from his body. Her hands splayed over his chest before moving slowly, exploring his body.

Daryl switched tactics and rolled Carols' nipples gently between his thumb and forefinger. When that didn't have the desired effect he pinched a little harder eliciting a sharp intake of breath on Carol's part. Her body jerked against his as the action sent a bolt of desire straight to her core. She felt him smile against her neck and decided it was time for a little payback.

Carol's hands moved slowly over his chest. Her fingers played over his nipples, just until they pebbled, before moving lower. She traced along the frayed waistband of his pants, fingers dipping below just enough to drive him crazy. She could feel the evidence of his desire pressing against her thigh as he arched into her touch.

Her lips followed her hands as she kissed a trail down his chest and stomach. His skin was on fire and everything felt too tight everywhere. Daryl pulled her up before she could get the button to his pants unfastened and undo him right then and there.

He pressed her against the wall now, effectively pinning her against it with his body. She reached around and grabbed his ass, pulling his lower half harder into her. He responded immediately, pressing himself into her core and starting a slow rhythm against her. He was rewarded with another hitched breath and a low moan in his ear.

Finally Daryl worked a hand between them and slipped it into her sleep pants. His fingers trailed along the band of her lacy underwear. He nearly chuckled to himself. Even in the end of the world the women still somehow found lacy underthings to wear. He continued to trace along the edge until Carol was bucking into his hand, demanding more. He moved his hand down, cupping her, before sliding two fingers between her skin and the silky panties.

Carol gasped at the sensation his calloused fingertips provided. Daryl dragged his fingers up to her clit and traced tight circles at a maddeningly slow pace. She had all she could do to keep from crying out and waking the others. Instead she settled for biting into his shoulder to muffle the sound. Daryl grunted softly and lifted her chin with his free hand before cutting off another of her moans with his own mouth.

She tugged less than gently at his lower lip, but he didn't stop kissing her. The hand at her clit sped up as he kissed her more aggressively. Carol arched into his touch as he worked her toward the edge. Before he could get her there Carol reached down to stop him. She pulled her mouth away with a gasp.

Daryl watched, wide-eyed, as she pulled away. He thought for sure she'd finally figured out that she deserved better than he could give her. Instead she grabbed his hips and pushed away from the wall and guided him to the bed. He stumbled and toppled backward onto the mattress, narrowly missing smacking his head on the top bunk. Carol tumbled after him, barely stifling a giggle as she landed on top of him with an audible thud.

Her hands were all over him then. Flying over his chest then to the button on his jeans and then in them. She cupped his obvious erection eliciting and sharp intake of breath and then a groan. She stroked him through his boxers, causing his whole body to shudder. When he could take no more he growled low in his throat and rolled them so he was back in control.

Daryl yanked her shirt up and she lifted up so he could pull it off. His mouth immediately went to one breast while his hand went to the other. He licked and sucked at one and his fingers worked the other while she writhed beneath him. He slid one knee between hers and settled his body on top of hers. He ground his erection into her core and she bucked up into him.

Carol reached up to push his jeans and boxers from his hips. Daryl scrambled to shuck his pants and then moved to pull hers off. When all the barriers were gone Daryl sat back on his knees and took her in. He ran his hands along her body and his lips followed. His fingers trailed over her core again with his tongue following after. A shiver wracked her body as she fought her release. There was no more fighting when, without warning; he shoved his tongue into her core. She hadn't realized she was so close to the edge until he almost literally shoved her over it. He reached up to silence her cry before kissing a trail up her stomach and chest before latching onto her mouth once more.

Carol fought to catch her breath as his tongue warred with hers for dominance. She grabbed hold of his cock with one hand and his hip with the other so she could guide him to her. Daryl pushed into her in one smooth movement, barely registering that he might be hurting her. When he was seated in her fully he froze and one hand came up to cup her cheek.

"Don't stop." Carol whispered.

Daryl nodded and began to move slowly, but consistently. He leaned back down into her and kissed her slowly. This kiss was different than the others. There was no longer an urgency to his kisses like he was trying to will her to understand what he couldn't say. Now his kisses were slow and gentle and everything that was the opposite of Daryl Dixon as he poured himself into her.

Finally Carol started to move with him. She bucked up into him joining in with the rhythm he'd set. Daryl was completely out of his depth. She fit him perfectly. Sliding into her was like coming home. Now she could feel him struggling to maintain his pace and not speed up. She reached between them to bring herself closer to the edge so he could let go. Before she could get her hand between them he pulled it away and replaced it with his own.

Daryl worked her clit urging her closer to the edge. Carol fought to bite back another moan, but instead bit into his shoulder again to silence herself. Daryl chuckled as he kissed her once more. As soon as he felt her clamp down on him he sped up, thrusting in and out, driving himself closer to release. Daryl buried his face in the pillow under Carol's head to drown out his own moan of pleasure as he came like a freight train.

He lifted up on his forearms to keep from crushing her, but Carol could feel his whole body shaking with the effort. She pushed gently at his chest, urging him to roll away. Daryl froze at first, thinking she was pushing him away, but once she'd rolled him away she followed and tucked herself into his side. Her fingers trailed over his chest as they both tried to get their breathing under control. She could feel his hand rhythmically clenching and unclenching at her hip. Daryl kept taking and breath and holding it and it was almost as if he wanted to say something, but couldn't find the words.

Instead of pushing like she wanted to, Carol stayed still at his side. Whatever it was he wanted to say, he'd say it eventually. She reached down to pull the sheet over top of them and stretched out to press herself against the length of his body.

Just as she was about to drift off to sleep, she felt Daryl shift to kiss the top of her head before his grip on her tightened.

"I'm sorry 'bout before. Just didn't how to…didn't know what else to do." Daryl took a deep breath before he continued. "Ya know I love you, right?"

Carol didn't say anything. She was fairly certain that he thought she was asleep.

"I have for awhile. For a long time." He whispered against her hair. "I hope you know that."

With that admission Carol couldn't keep quiet any longer. "I know." She whispered into his chest. "I have too."

Finally the pair drifted off to sleep if only for a couple of hours.


	13. A Man of Honor

**A/N: That's all, folks. This will be the last chapter. It pretty much finishes wrapping things up. I'm giving up multi-chaps in a bid for a new story with some one-shots. I'm much better at one-shots than trying to drag out a plot. Also, with life the way it's been going and not having time to write and update regularly it's probably easier if you don't have to remember what I wrote a week ago. Anyway, here it is. I expect to start posting the new story within the next week or so.**

**Read and Review, pretty please.**

**I still own nothing, especially not the conversation at the end.**

TWD

The next day was a blur of activity. Despite having been awakened in the middle of the night, most of the prison inhabitants were up and moving not long after sun up. The damage to the prison and its fences was minimal, but anything that wasn't anchored down had been thrown. Large piles of debris that the group had cleaned up were now strewn about the yard once more.

Daryl had gone out hunting in hopes of bringing back a deer to supplement the other supplies they'd picked up. He was dragging the deer back to camp when he noticed a commotion at the gates. Afraid that a hostile group may have found them, he dropped the deer and sprinted toward the fence. When he got there, he was greeted with the same surprise the rest of the group had just received.

Andrea was alive. And she'd brought a woman named Michonne with her.

He came back just as Andrea was spilling about the town she and her friend had found. And about all the terrible things the town's leader had done. Daryl had never really cared for Andrea. That dislike only intensified when she shot at him. So when she showed up again, and with another mouth to feed, Daryl found that he really wasn't all that interested in what she had to say. With that in mind he started back out toward the gate to get his momentarily forgotten deer.

"Merle was there." Andrea called out as Daryl started to walk away.

"The fuck you talking about?" He spat as he spun around to face her.

"Merle. He's like the Governor's right hand man."

Well, that didn't really surprise Daryl. Merle was a manipulative ass even under the best of circumstances. So the fact that he'd wormed his way into a position of power wasn't much of a shock. What was a shock was that Merle was still alive. Despite his "only a Merle can kill Merle" rant, as time went on Daryl wasn't all that certain that his brother was still alive.

"We gotta go get him!" Daryl turned toward Rick.

"Whoa. If he's this Governor's right hand man the last thing we want is Merle to lead that guy here." Glen nearly yelled.

Rick scrubbed his hands over his face. "Glen's got a point. We can't endanger our group."

"Fuck all ya'll then." Daryl yelled. "He's my brother and I ain't leavin' him there."

Carol reached out for Daryl as she addressed Rick. "He's right. We can't just leave Merle there. He's Daryl's family. He's one of us."

Rick and Glen shook their heads. Hershel looked between the pairs squaring off about Merle and then at Andrea and her companion. "Is there some way we can get to Merle without leading this other man back to us?" Hershel offered.

"Unlikely." Michonne offered, speaking to the group for the first time.

"If Merle's not with the Governor he's under direct orders." Andrea clarified.

"And currently those orders include killing us." Michonne added.

Daryl stormed off toward the gate with Carol hot on his trail. For lack of a better outlet he started stabbing walkers through the fence while the others discussed what they should do.

"Why should we even bother?" Glenn asked. "He'll probably kill us for leaving him on that roof."

"Carol's got a point." Hershel argued. "He's Daryl's family. We wouldn't leave anyone else behind."

"You never met Merle." Andrea deadpanned.

"We have to go get him." Rick sighed. "We at least have to try."

"No!" Glen yelled. "It's suicide. If Merle doesn't kill us this Governor guy will."

"He's right." Andrea agreed. "If Phillip finds out about any of us or the prison it'll all be over."

"And how are we to know you didn't lead him here." Hershel asked.

"We didn't even know this was here." Andrea yelled. "I thought I'd lost you guys for good. Imagine my surprise when you turn up here while I've been on the run."

"She's right." Rick offered. "She wouldn't knowingly lead the group into danger."

"So what do we do about this Merle guy?" Beth asked.

"I guess Daryl and I go after him." Rick sighed.

"Dad, no." Carl spoke up. "You can't leave again. Not after mom…"

"I won't be gone long, son." Rick addressed his son. "We'll go tonight and be back tomorrow or the next day."

Rick squeezed his son's shoulder and trotted off in Daryl's direction.

"You come to tell me ya'll decided it was better if we just leave Merle? Like ya'll did in Atlanta?" Daryl spat.

"Nope. Came to tell ya that you and I are gonna go find Merle tonight. Andrea'll tell us where to find him. She says the wall is guarded, but there are breaches and unguarded areas where we can get in. We'll head in when it gets dark and see what we can do."

Daryl nodded. He sure as hell wasn't about to thank Rick. Daryl wasn't sure what had changed Rick's mind, but he was sure as hell pissed that it had, had to be changed. If it had been Lori or Carl or even another member of the group Rick would have been all over it. Hell, if he'd known Andrea was there he probably would have gone in guns blazing. But as soon as it was Merle that was in that town everyone suddenly got cold feet about going to get one of their own. Daryl kicked at the ground as Rick watched him.

"I'll talk to Andrea and get whatever information we need. We can leave after dinner." Rick felt like he was talking to a wall. Sure Daryl had a reason to be upset, but he could at least speak.

Daryl grunted an acknowledgement and went back to stabbing walkers through the fence while Carol followed after Rick.

"Just give him time. He's got every right to be upset. His brother essentially got left for dead in Atlanta and not one person in this group was willing to help Daryl go get him when Andrea told us he was alive. Merle's his brother, Rick. He may not be the best man, but he's all Daryl had for a long time."

"I know." Rick sighed as he rubbed the back of his neck. "Just seems a lot of trouble to go through for someone who doesn't even like us."

Carol nodded her agreement. "Thank you."

"For what?" Rick asked.

"For supporting Daryl. If you two find Merle I imagine he'll need all the support he can get." She smiled.

"And what about you? You support him." He questioned.

"That's not the same and you know it." Carol gave his arm a squeeze before heading back to Daryl.

TWD

Carol watched as Daryl dispatched walker after walker along the fence. She knew that getting in the middle of it would only trigger a temper tantrum. So she stood guard as he blew off steam.

Eventually he'd run out of walkers along that stretch of fence and the others milling around a ways off seemed to know better than to come near him. He turned to face her and the look on his face nearly broke her heart.

"You done now?" She questioned gently.

Daryl nodded, afraid his voice would betray him. The truth was that he didn't really know how to feel about Merle being alive. Part of his wanted to be happy that his brother was okay. A bigger part of him knew how far he'd come once he was no longer under Merle's influence. He had Carol and he couldn't jeopardize that, but Merle was blood and he couldn't leave him out there. He was conflicted.

"Come on. You should go inside. You'll need to pack whatever supplies you need." Carol grabbed for his hand and tugged him toward the prison.

Once inside Daryl packed what supplies he'd need into a bag before heading back downstairs to eat. He sat down at one of the smaller tables and Carol joined him once meals were doled out. They didn't talk. Daryl wasn't in the mood to talk. It was a comfortable silence as their silences usually were.

Sooner than either would have liked, Rick approached the table to round up Daryl and get on the road. Promises of safety were made and Carol followed them outside for a moment alone with Daryl.

"We'll be gone two days maximum." Rick assured. "If we're gone any longer than that, Andrea, Michonne, and Glen will come after us." He headed off toward the truck to give Daryl and Carol a moment.

Carol nodded as she tried desperately to fight back tears. She knew Daryl needed to do this and tears certainly weren't going to help anything.

"None of that." Daryl whispered as he wiped away a stray tear. "We'll be back 'fore ya know it."

He kissed her and then held her tight to him. She could feel his body shaking, whether from fear or excitement she wasn't sure. Finally he pulled away with a kiss to her forehead.

"Stay safe." She whispered.

"Always do."

With that he headed off after Rick.

TWD

It had been a day and a half. Rick and Daryl still weren't back and Glen, Andrea, and Michonne were making plans to go get them. Carol was trying desperately, and mostly failing, to keep herself from worrying about him.

In an effort to keep herself occupied Carol had collected clothes off the line to fold. For lack of anything better to do, Beth joined Carol in folding.

"I don't see why he had to leave. Merle sounds like a jerk."

"Men like Merle get into your head. Make you feel like you deserve the abuse." Carol enlightened the young woman.

"E-even for Daryl?"

"I'm hardly the woman I was a year ago, but if Ed walked through that door right now, breathing, and told me to go with him, I'd like to think I'd tell him to go to hell."

"You would."

"It doesn't matter."

"We're weak without him."

"We'll get through this too."

"I'm pissed at him for leavin'." Beth mumbled.

"Don't be. Daryl has his code. This world needs men like that."

Beth seemed satisfied with that answer and the two finished folding the laundry in silence. As they put away the last of the clean clothes they heard a commotion outside. Beth ran to the door to see what was going on.

"They're back!" She alerted Carol. "And Merle looks…scary."

Carol chuckled. "That he does."

She could hear Glen and Merle yelling and then Daryl yelling at them to knock it off. She certainly hoped that Merle was more like Daryl than Daryl was like Merle. What she'd told Beth was true. Daryl had his code and he was a man of honor. She only hoped that code extended to Merle as well.


End file.
